Common use of HOLD HARMLESS/INDEMNIFICATION Clause in Contracts

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and shall defend, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises 15.1.1. In no event shall any official, officer, employee, or agent of Lessor, or of the State, be in any way personally liable or personally responsible for any covenant or obligation contained in this Lease, whether expressed or implied, nor for any statement, representation, or warranty made by Lessor in connection with this Lease. In particular, and without limitation of the foregoing, no full-time or part-time agent or employee of Lessor shall have any personal liability or personal responsibility under this Lease, and the sole responsibility and liability for the performance of this Lease and all of the provisions and covenants herein contained pertaining to Lessor shall rest in, and be vested with, the State. 15.1.2. Lessee shall indemnify, defend, indemnifyand save harmless Lessor, savethe State of Idaho, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected volunteers from and against are any and all liability, claims, demands, causes of action, damages, costslosses, expenses, actual attorneys’ actions, settlements, attorney fees, lossesand suits whatsoever caused by, or liabilities arising out of of, or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementXxxxxx’s acts or omissions under this Lease, or Lessee’s failure to comply with any combination applicable state, local, or federal statute, law, regulation, rule, or ordinance. 15.1.3. Upon the receipt by Xxxxxx of theseLessor’s or the State of Idaho’s tender of indemnity and defense, Xxxxxx shall immediately take all reasonable actions necessary, including providing a legal defense for Lessor and the State of Idaho, and to begin fulfilling its obligation to indemnify, defend, and save harmless Lessor and the State of Idaho. Xxxxxx’s indemnification and defense liabilities described herein shall apply regardless of whether any allegations that a claim or not such liability, claim, suit is attributable in whole or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are in part to any act or omission (of Lessor under this Lease. However, if it is determined by a final judgment that Xxxxxx’s negligent act or non-negligent) omission is the sole proximate cause of a suit or claim, neither Lessor nor the State of Idaho shall be entitled to indemnification from Lessee with respect to such suit or claim, and Xxxxxx and the State of Idaho in connection with the matters covered by this contract and its discretion, may reimburse Lessee for reasonable defense costs attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or defense provided by any officer(s), agent(s) or employee(s) of one or more of themSpecial Deputy Attorney General appointed pursuant to Subsection 15.1.4. (e) The promise 15.1.4. Any legal defense provided by Lessee to Lessor and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any the State of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations Idaho under this section shall exist regardless must be free of any conflicts of interest, even if retention of separate legal counsel for Xxxxxx and, Lessor and the State of Idaho, is necessary. Any attorney appointed to represent Lessor or the State of Idaho must first qualify as and be appointed by the Attorney General of the existence or degree State of fault of the Public Agency or any indemniteeIdaho as a Special Deputy Attorney General pursuant to Idaho Code §§ 67-1401(13) and 67-1409(1). (g) The Contractor’s obligations under 15.1.5. Without limiting the survival of any other provision of this section shall extend Lease, this Section 15.1 will survive the termination of this Lease, and any cause of action to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is enforce this Lease will not a waiver of full compliance with these requirements. (h) The Contractor accrue until Lessor and the ContractorState’s insurance carrier(s) shall respond within 15 days to the tender discovery of any claim for defense and indemnity by the Public Agencysuch losses, unless this time has been extended by the Public Agencyclaims, actions, debts, demands, obligations, or judgments. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and 21.1 CONTRACTOR shall defend, indemnify, save, indemnify and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted County of Riverside, its Agencies, Districts, Special Districts and protected by this promise are the Public Agency and its elective and appointive boardsDepartments, commissionstheir respective directors, officers, agentsBoard of Supervisors, elected and appointed officials, employees, together with agents and representatives (individually and collectively hereinafter referred to as Indemnitees) from any additional persons and entitiesliability whatsoever, if anybased or asserted upon any services of CONTRACTOR, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claimsits officers, demandsemployees, causes of actionsubcontractors, damages, costs, expenses, actual attorneys’ fees, losses, agents or liabilities representatives arising out of or in connection with the actions defined below for personal any way relating to this Agreement, including but not limited to property damage, bodily injury, sicknessor death or any other element of any kind or nature whatsoever arising from the performance of CONTRACTOR, diseaseits officers, emotional injuryemployees, deathsubcontractors, property damage (including loss agents or representatives Indemnitors from this Agreement. CONTRACTOR shall defend, at its sole expense, all costs, and fees including, but not limited, to attorney fees, cost of use)investigation, trespassdefense and settlements or awards, nuisancethe Indemnitees in any claim or action based upon such alleged acts or omissions. 21.2 With respect to any action or claim subject to indemnification herein by CONTRACTOR, inverse condemnationCONTRACTOR shall, patent infringementat their sole cost, have the right to use counsel of their own choice and shall have the right to adjust, settle, or compromise any combination such action or claim without the prior consent of theseCOUNTY; provided, regardless of whether however, that any such adjustment, settlement or not such liability, claim, compromise in no manner whatsoever limits or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements circumscribes CONTRACTOR’S indemnification to Indemnitees as completed, and including the defense of any suit(s) or action(s) at law or equity concerning theseset forth herein. (d) The actions causing 21.3 CONTRACTOR’S obligation hereunder shall be satisfied when CONTRACTOR has provided to COUNTY the appropriate form of dismissal relieving COUNTY from any liability are any act for the action or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of themclaim involved. (e) 21.4 The promise and agreement specified insurance limits required in this section is not conditioned Agreement shall in no way limit or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matterscircumscribe CONTRACTOR’S obligations to indemnify and hold harmless the Indemnitees herein from third party claims. (f) Except as prohibited by 21.5 In the event there is conflict between this clause and California Civil Code Section 2782, this clause shall be interpreted to comply with Civil Code 2782. Such interpretation shall not relieve the Contractor’s obligations under this section shall exist regardless of CONTRACTOR from indemnifying the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days Indemnitees to the tender of any claim for defense and indemnity fullest extent allowed by the Public Agency, unless this time has been extended by the Public Agencylaw. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) A. Contractor promises agrees to and shall defend, indemnify, save, indemnify and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted County, all Agencies, Districts, Special Districts and protected by this promise are the Public Agency and its elective and appointive boardsDepartments of County, commissionstheir respective directors, officers, agentsBoard of Supervisors, elected and appointed officials, employees, together with agents and representatives from any additional persons and entitiesliability whatsoever, if anybased or asserted upon any services of Contractor, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claimsits officers, demandsemployees, causes of actionsubcontractors, damages, costs, expenses, actual attorneys’ fees, losses, agents or liabilities representatives arising out of or in connection with the actions defined below for personal injuryany way relating to this Addendum, sicknessincluding but not limited to property damage, disease, emotional bodily injury, death, property damage (or any other element of any kind or nature whatsoever arising from the performance of Contractor, its officers, agents, employees, subcontractors, agents or representatives from this Addendum. Contractor shall defend, at its sole expense, all costs and fees, including loss but not limited to attorney fees, cost of use)investigation, trespassdefense and settlements or awards, nuisanceof County, inverse condemnationall Agencies, patent infringementDistricts, Special Districts and Departments of County, their respective directors, officers, Board of Supervisors, elected and appointed officials, employees, agents or representatives in any claim or action based upon such alleged acts or omissions. B. With respect to any action or claim subject to indemnification herein by Contractor, Contractor shall, at their sole cost, have the right to use counsel of their choice, subject to the approval of County, which shall not be unreasonably withheld, and shall have the right to adjust, settle, or compromise any combination such action or claim without the prior consent of theseCounty; provided, regardless however, that any such adjustment, settlement or compromise in no manner whatsoever limits or circumscribes Contractor’s indemnification to County as set forth herein. Contractor’s obligation to defend, indemnify and hold harmless County shall be subject to County having given Contractor written notice within a reasonable period of whether time of the claim or not such liabilityof the commencement of the related action, claim, or damage was foreseeable at any time before as the Public Agency approved the improvement plans or accepted the improvements as completedcase may be, and including information and reasonable assistance, at Contractor’s expense, for the defense or settlement thereof. Contractor’s obligation hereunder shall be satisfied when Contractor has provided to County the appropriate form of dismissal relieving County from any suit(s) liability for the action or action(s) at law or equity concerning theseclaim involved. (d) C. The actions causing liability are any act specified insurance limits required in the Underlying Agreement of this Addendum shall in no way limit or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the circumscribe Contractor’s obligations under to indemnify and hold harmless County herein from third party claims arising from issues of this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemniteeAddendum. (g) The Contractor’s obligations under D. In the event there is conflict between this section clause and California Civil Code §2782, this clause shall extend be interpreted to claims arising after comply with Civil Code §2782. Such interpretation shall not relieve the work is completed and accepted if Contractor from indemnifying County to the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirementsfullest extent allowed by law. (h) The Contractor E. In the event there is a conflict between this indemnification clause and an indemnification clause contained in the Contractor’s insurance carrier(s) Underlying Agreement of this Addendum, this indemnification shall respond within 15 days only apply to the tender of any claim for defense and indemnity by the Public Agency, unless subject issues included within this time has been extended by the Public AgencyAddendum. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and The District shall defendnot, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its nor shall any elective and or appointive boards, commissions, officers, agentsagents or employees of the District, be liable or responsible for any accident, loss, damage or injury, including death, as well as claims for property damage that may arise in the course of constructing and maintaining the Sanitary Sewer Improvements up to the expiration of the required one (1) year maintenance period. (b) To the fullest extent permitted by law, Developer agrees to, and shall, hold the District and its elective or appointive boards, commissions, officers, agents or employees (collectively, “Indemnitees”) harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage which may arise out of the acts or omissions of Developer, its agents or employees, together with any additional of the Developer's contractors or subcontractors, or by one or more persons and entitiesdirectly or indirectly employed by, if anyor acting as agent of Developer or any of Developer's contractors or subcontractors, listed in the Supplementary General Conditionscourse of completing the Sanitary Sewer Improvements up to the expiration of the one (1) year maintenance period. All of the liabilities of this paragraph 11(b) are assumed by Developer. (c) The liabilities protected against are any and all claimsTo the fullest extent permitted by law, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completedDeveloper agrees to, and including shall upon request, promptly and fully defend the defense of Indemnitees from any suit(s) suits or action(s) actions at law or in equity concerning thesefor damages caused, or alleged to have been caused, by reason of any of the activities for which Developer is indemnifying the District under paragraph 11(b) above. (d) The actions causing liability are any act provisions of this paragraph shall apply to all damages and claims for damage of every kind suffered or omission (negligent alleged to have been suffered, by reason of the construction of the Sanitary Sewer Improvements or non-negligent) in connection with the matters covered by this contract and attributable maintenance of said improvements up to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts expiration of the Contractor may be liable, or any officer(s), agent(srequired one (1) or employee(s) year maintenance period regardless of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee the District has prepared, supplied, or approved any plan(s)of, drawing(s)the Improvement Plans and/or specifications for the land division or the Sanitary Sewer Improvements relating thereto, specification(s), and regardless of whether or special provision(s) in connection with this work or has not insurance or other indemnification covering policies may be determined to be applicable to any of these matterssuch damages or claims for damages. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and The District shall defendnot, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its nor shall any elective and or appointive boards, commissions, officers, agentsagents or employees of the District, be liable or responsible for any accident, loss, damage or injury, including death, as well as claims for property damage that may arise in the course of constructing and maintaining the Sanitary Sewer Improvements up to the expiration of the required one (1) year maintenance period. (b) To the fullest extent permitted by law, Owner agrees to, and shall, hold the District and its elective or appointive boards, commissions, officers, agents or employees (collectively, “Indemnitees”) harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage which may arise out of the acts or omissions of Owner, its agents or employees, together with any additional of the Owner's contractors or subcontractors, or by one or more persons and entitiesdirectly or indirectly employed by, if anyor acting as agent of Owner or any of Owner's contractors or subcontractors, listed in the Supplementary General Conditionscourse of completing the Sanitary Sewer Improvements up to the expiration of the one (1) year maintenance period. All of the liabilities of this paragraph 11(b) are assumed by Owner. (c) The liabilities protected against are any and all claimsTo the fullest extent permitted by law, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completedOwner agrees to, and including shall upon request, promptly and fully defend the defense of Indemnitees from any suit(s) suits or action(s) actions at law or in equity concerning thesefor damages caused, or alleged to have been caused, by reason of any of the activities for which Owner is indemnifying the District under paragraph 11(b) above. (d) The actions causing liability are any act provisions of this paragraph shall apply to all damages and claims for damage of every kind suffered or omission (negligent alleged to have been suffered, by reason of the construction of the Sanitary Sewer Improvements or non-negligent) in connection with the matters covered by this contract and attributable maintenance of said improvements up to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts expiration of the Contractor may be liable, or any officer(s), agent(srequired one (1) or employee(s) year maintenance period regardless of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee the District has prepared, supplied, or approved any plan(s)of, drawing(s)the Improvement Plans and/or specifications for the land division or the Sanitary Sewer Improvements relating thereto, specification(s), and regardless of whether or special provision(s) in connection with this work or has not insurance or other indemnification covering policies may be determined to be applicable to any of these matterssuch damages or claims for damages. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises a. Landlord shall not be liable for any damage to, or loss of, property in the Leased Premises belonging to and Tenant, its employees, agents, visitors, licensees or other persons in or about the Leased Premises, or for damage or loss suffered by the business of Tenant, from any cause whatsoever, including, without limiting the generality thereof, such damage or loss resulting from fire, steam, smoke, electricity, gas, water, rain, ice or snow, which may leak or flow from or into any part of the Leased Premises, or from breakage, leakage, obstruction or other defects of the pipes, wires, appliances plumbing, air-conditioning or lighting fixtures of the same, whether the said damage or injury results from conditions arising upon the Premises or upon other portions of the Premise or property of which the Leased Premises are a part, or from other sources. Landlord shall defendnot be liable in any manner to Tenant, indemnifyits agents, saveemployees, invitees or visitors, or their property, caused by the criminal or intentional misconduct, or by any act of neglect of third parties or of Tenant, Tenant's agents, employees, invitees or visitors, or any other tenant. Tenant covenants that no claim shall be made against Landlord by Tenant, or by any agent or servant of Tenant, or by others claiming the right to be in the Leased Premises through or under Tenant, for any injury, loss or damage to the Leased Premises or to any person or property occurring upon the Leased Premises from any cause other than the gross negligence of Landlord. In no event shall Landlord be liable to Tenant for any consequential damages sustained by Tenant arising out of the loss or damage toany property of Tenant. b. Tenant agrees to indemnify and hold harmless the indemnitees Landlord from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of actioncharges, damages, fines, judgments, penalties, costs, expensesliabilities, actual attorneys’ or losses (including, without limitation, any and all sums paid for settlement of claims, attorney fees, lossesconsultant, and expert fees) arising prior to, during, or liabilities after the Lease term and arising out of of, based upon or in connection with the actions defined below for personal injuryfederal, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementstate, or local environmental laws, regulations, and requirements. Such indemnification shall include, but shall not be limited to, any combination liability with respect to any and all fuel pumps, tanks or underground tanks currently or previously or in the future within the boundaries of thesethe Leased Premises. Without limitation of the foregoing, regardless this indemnification shall include any and all costs incurred due to any investigation of whether or not such liabilitythe Leased Premises, claimany cleanup, removal, or damage was foreseeable at any time before the Public Agency approved the improvement plans restoration mandated by federal, state, or accepted the improvements as completed, and including the defense of any suit(s) local agencies or action(s) at law or equity concerning thesepolitical subdivisions. (d) c. The actions causing liability are any act indemnities contained herein shall survive the termination or omission (negligent or non-negligent) in connection with the matters covered by expiration of this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of themLease. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises With respect to and the subject matter in this Agreement, the following shall defend, indemnify, save, be applicable: Business Associate shall indemnify and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and IEHP, its elective and appointive boards, commissionsrespective directors, officers, agentsGoverning Board, and employees, together with agents and representatives from any additional persons and entitiesliability whatsoever, if anybased or asserted upon any services of Business Associate, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claimsits officers, demandsemployees, causes of actionsubcontractors, damages, costs, expenses, actual attorneys’ fees, losses, agents or liabilities representatives arising out of or in connection with the actions defined below for personal any way relating to this Agreement, including but not limited to property damage, bodily injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or death or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense other element of any suit(s) kind or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractornature whatsoever including fines, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, penalties or any officer(s)other costs and resulting from any reason whatsoever arising from the performance of Business Associate, agent(s) its officers, agents, employees, subcontractors, agents or employee(s) representatives from this Agreement. Business Associate shall defend, at its sole expense, all costs and fees including but not limited to attorney fees, cost of one investigation, defense and settlements or more of them. (e) The promise awards IEHP, its respective directors, officers, Governing Board, elected and agreement appointed officials, employees, agents and representatives in this section is not conditioned any claim or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to action based upon such alleged acts or omissions that occurred during the course of the workomissions. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-any action or claim subject to indemnification herein by Business Associate, Business Associate shall, at their sole cost, have the right to use counsel of their choice, subject to the approval of IEHP, which shall not be unreasonably withheld, and shall have the right to adjust, settle, or compromise any such action or claim without the prior consent of IEHP; provided, however, that any such adjustment, settlement or compromise in no manner whatsoever limits or circumscribes Business Associate’s indemnification to IEHP as set forth herein. Business Associate’s obligation to defend, indemnify and hold harmless IEHP shall be subject to IEHP having given Business Associate written notice within a reasonable period of time of the claim or of the commencement of the related action, as the case may be, and information and reasonable assistance, at Business Associate’s expense, for the defense or settlement thereof. Business Associate’s obligation hereunder shall be satisfied when Business Associate has provided to IEHP the appropriate form of dismissal relieving IEHP from any liability for the action or claim involved. The specified insurance limits required in the Underlying Agreement shall in no way limit or circumscribe Business Associate’s obligations to indemnify and hold harmless IEHP herein from third party claims against arising from the Contractorissues of this Agreement. In the event there is a conflict between this indemnification clause and an indemnification clause contained in the Underlying Agreement, this indemnification shall only apply to the Contractor waives all rights of any kind to express or implied indemnity against the indemniteessubject issues included within this Agreement. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to A. The Service Provider shall indemnify and hold the County and its agents, employees, and officers, harmless from and shall defend, indemnify, save, process and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and defend at its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are own expense any and all claims, demands, suits, at law or equity, actions, penalties, losses, damages, or costs, of whatsoever kind or nature, brought against the County arising out of, in connection with, or incident to the execution of this Agreement and/or the Service Provider’s defective performance or failure to perform any aspect of this Agreement; provided, however, that if such claims are caused by or result from the concurrent negligence of the County, its agents, employees, and officers, this indemnity provision shall be valid and enforceable only to the extent of the negligence of the Service Provider; and provided further, that nothing herein shall require the Service Provider to hold harmless or defend the County, its agents, employees and/or officers from any claims arising from the sole negligence of the County, its agents, employees, and/or officers. The Service Provider expressly agrees that the indemnification provided herein constitutes the Service Provider’s limited waiver of immunity as an employer under Utah Code Section 34A-2-105; provided, however, this waiver shall apply only to the extent an employee of Service Provider claims or recovers compensation from the County for a loss or injury that Service Provider would be obligated to indemnify the County for under this Agreement. This limited waiver has been mutually negotiated by the Parties, and is expressly made effective only for the purposes of this Agreement. The provisions of this section shall survive the expiration or termination of this Agreement. B. Service Provider does hereby remise, release, forever discharge and covenant not to xxx SUMMIT COUNTY, its agents, servants, employees, officers, successors and assigns, and/or heirs, executors and administrators, and also any and all other persons, associations and corporations, whether herein named or referred to or not, and who, together with the above named, may be jointly and severally liable to the Service Provider, of and from any and all, and all manner of, actions and causes of action, damagesrights, costssuits, expensescovenants, actual attorneys’ feescontracts, lossesagreements, judgments, claims and demands whatsoever in law or equity, including claims for contribution, arising from and by reason of any and all KNOWN AND UNKNOWN, FORESEEN AND UNFORESEEN bodily and personal injuries or death, damage to property, and the consequences thereof, which heretofore have been, and which hereafter may be sustained by the Service Provider or by any and all other persons, associations and corporations, whether herein named or referred to or not, from all liability arising out of, in connection with, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable incident to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) execution of one or more of them.this Agreement (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section C. No liability shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days attach to the tender County by reason of any claim for defense and indemnity by the Public Agency, unless entering into this time has been extended by the Public AgencyAgreement except as expressly provided herein. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. Definition: For purposes of indemnification requirements, the term "Loss" shall mean any and all Loss, damage, liability or expense, of any nature whatsoever, whether incurred as a judgment, settlement, penalty, fine or otherwise (a) Contractor promises including attorney's fees and the cost of defense), in connection with any action, proceeding, demand, claim or injury whatsoever in nature, including but not limited to and shall defenddeath, to any person or persons or damages to or Loss of, or Loss of the use of, property of any person, firm or corporation, including the parties hereto, which arise out of or are connected with, or are claimed to arise out of or be connected with, the performance of this Agreement whether arising before or after the completion of the work required hereunder. For purposes of this Agreement, the Vendor hereby agrees to indemnify, save, defend and hold harmless the indemnitees City, its agents and/or employees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claimsLoss where Loss is caused or incurred or alleged to be caused or incurred in whole or in part as a result of the negligence or other actionable fault of the Vendor, demandsits affiliates, causes subsidiaries, employees, agents and subcontractors/assignees and their respective servants, agents and employees. It is agreed as a specific element of actionconsideration of this Agreement that this indemnity shall apply notwithstanding the joint, concurring or contributory or comparative fault or negligence of the City or any third party and, further notwithstanding any theory of law including, but not limited to, a characterization of the City's or any third party's joint, concurring or contributory or comparative fault or negligence as either passive or active in nature; provided, however, that the Vendor's obligation hereunder shall not include amounts attributable to the fault or negligence of the City or any third party for whom the Vendor is not responsible. In the case of any claims against the City, its employees or agents indemnified under this Agreement, by an employee of the Vendor, its affiliates, subsidiaries, or assignees, the indemnification obligation contained in this Agreement shall not be limited by any limitation on amount or type of damages, costscompensation or benefits payable by or for the Vendor, expensesits affiliates, actual attorneys’ fees, lossessubsidiaries, or liabilities arising out of or in connection with the actions defined below for personal injuryassignees, sicknessunder workers' compensation acts, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementdisability benefit acts, or other employee benefit acts. In the event of any combination of these, regardless of whether or not such liabilityproceeding (suit, claim, or damage was foreseeable action) against City arising from allegations that the hardware, furnished by Vendor (hereinafter "Product") infringes on a U.S. patent, copyright, trade secret, intellectual property, or other proprietary right of any third-party, Vendor will, if such a proceeding does not result from modifications to the Product made by City use of any Product in combination with other products not furnished by Vendor, defend City's right, title, or interest in the Product, at any time before Vendor's expense, provided City promptly notifies Vendor in writing of the Public Agency approved the improvement plans or accepted the improvements as completedallegation. Vendor shall make such defense by counsel of its own choosing, and including City shall cooperate with said counsel. In the defense event any Product furnished hereunder is, in Vendor's opinion, likely to or does become the subject of a claim of infringement of any suit(s) duly issued patent or action(s) at law copyright or equity concerning these. (d) The actions causing liability are of any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance trade secrets or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence intellectual property rights or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status other proprietary right of a third-party beneficiaryparty, Vendor may at its option and expense, procure for City the right to continue using the Product, or modify the Product to make it non­ infringing but functionally the same, or replace the Product with a non-infringing equivalent.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and shall defend, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions.. DocuSign Envelope ID: 85CFC5CA-CC9F-4A79-A8A0-EE968F63319B (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to A. The Service Provider shall indemnify and hold the City and its agents, employees, and officers, harmless from and shall defend, indemnify, save, process and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and defend at its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are own expense any and all claims, demands, suits, at law or equity, actions, penalties, losses, damages, or costs, of whatsoever kind or nature, brought against the City arising out of, in connection with, or incident to the execution of this Agreement and/or the Service Provider’s negligent performance or failure to perform any aspect of this Agreement; provided, however, that if such claims are caused by or result from the concurrent negligence of the City, its agents, employees, and officers, this indemnity provision shall be valid and enforceable only to the extent of the negligence of the Service Provider; and provided further, that nothing herein shall require the Service Provider to hold harmless or defend the City, its agents, employees and/or officers from any claims arising from the sole negligence of the City, its agents, employees, and/or officers. The Service Provider expressly agrees that the indemnification provided herein constitutes the Service Provider’s limited waiver of immunity as an employer under Utah Code Section 34A-2- 105; provided, however, this waiver shall apply only to the extent an employee of Service Provider claims or recovers compensation from the City for a loss or injury that Service Provider would be obligated to indemnify the City for under this Agreement. This limited waiver has been mutually negotiated by the Parties, and is expressly made effective only for the purposes of this Agreement. The provisions of this section shall survive the expiration or termination of this Agreement. B. Service Provider does hereby remise, release, forever discharge and covenant not to xxx XXXX CITY MUNICIPAL CORPORATION, its agents, servants, employees, officers, successors and assigns, and/or heirs, executors and administrators, and also any and all other persons, associations and corporations, whether herein named or referred to or not, and who, together with the above named, may be jointly and severally liable to the Service Provider, of and from any and all, and all manner of, actions and causes of action, damagesrights, costssuits, expensescovenants, actual attorneys’ feescontracts, lossesagreements, judgments, claims and demands whatsoever in law or equity, including claims for contribution, arising from and by reason of any and all KNOWN AND UNKNOWN, FORESEEN AND UNFORESEEN bodily and personal injuries or death, damage to property, and the consequences thereof, which heretofore have been, and which hereafter may be sustained by the Service Provider or by any and all other persons, associations and corporations, whether herein named or referred to or not, from all liability arising out of, in connection with, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable incident to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) execution of one or more of them.this Agreement (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section C. No liability shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days attach to the tender City by reason of any claim for defense and indemnity by the Public Agency, unless entering into this time has been extended by the Public AgencyAgreement except as expressly provided herein. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises The Developer hereby agrees to and shall defendhold the City, indemnifyits elective and appointive boards, savecommissions, officers, agents and hold employees harmless the indemnitees from any liability for damage for personal injury, including death, as well as from claims for property damage, which may arise from the liabilities Developer’s or the Developer’s contractors, subcontractors, agents, or employees’ operations under this Agreement, whether such operations be by the Developer, or by any of the Developer’s contractors, subcontractors, or by any one or more persons directly or indirectly employed by or acting as defined agents for the Developers or any of the Developers’ contractors or subcontractors. In the event of any legal action instituted by a third party or any governmental entity or official arising out of the approval, execution, or implementation of this Agreement (exclusive of any such actions brought by the Developers), the Developer agree to and shall cooperate fully and join in this section. (b) The indemnitees benefitted the defense by the City of such action; provided, however, that the City and protected the Developer shall each bear their own respective costs, if any, arising from the defense. Such agreement by this promise are the Public Agency Developer does not include any agreement to indemnify the City and its elective and appointive boards, commissions, officers, agents, and employees from any such legal actions. City agrees to indemnify, defend, and hold harmless the Developer its agents, employees, together with any additional persons contractors, and entitiessubcontractors for claims made against the Developer arising from the City’s actions pertaining to the advertising, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, lossesreview, or liabilities arising out selection of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementa Developer, or any combination actions the City has taken or may take in its efforts to seek development of thesethe subject parcel. With regard to a limitation of legal actions, regardless of whether or not such liability, claimin no event shall the City, or damage was foreseeable at its officers, agents or employees, be liable in damages for any time before breach or violation of this Agreement, it being expressly understood and agreed that the Public Agency approved Developer’s sole legal remedy for a breach or violation of this Agreement by the improvement plans or accepted the improvements as completedCity shall be a legal action in mandamus, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance specific performance or other indemnification covering any injunctive or declaratory relief to enforce the provisions of these mattersthis Agreement. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and shall defend, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions.. DocuSign Envelope ID: C8614EF1-F7AF-454F-945F-B0079A291663 (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and Consultant shall defend, indemnify, save, and hold harmless Cascade, its board of directors, members, officers, managers, employees, engineers, agents, and volunteers (collectively, as used herein, “Cascade”) from and against all demands, claims, losses, injuries, damages, liabilities, suits, judgment, attorneys' fees and costs, and other expenses of any kind (including any suits or claims made by or for the indemnitees benefit of Consultant’s employees or their survivors) on account of, relating to, or arising out of Consultant's negligent acts or omissions under this Agreement, except to the extent such injuries or damages are caused by the sole negligence of Cascade. For the purposes of this indemnification, Consultant specifically and expressly waives any immunity granted under the Washington Industrial Insurance Act, Title 51 RCW. This waiver has been mutually negotiated and agreed to by the parties. Consultant further agrees to require its consultants, subconsultants, and suppliers and their consultants, subconsultants, and suppliers to similarly indemnify and hold Consultant harmless and waive immunity under Title 51 solely for the purposes of this indemnification. Pursuant to RCW 4.24.115, to the extent liability for Indemnified Claims (including defense obligations) were caused or result from the liabilities as defined in this section. concurrent negligence of (a) the Indemnified Parties and (b) The indemnitees benefitted Consultant the Consultant’s agents or employees, the indemnity and protected by defense obligations under this promise are Agreement shall be limited to the Public Agency extent of the Consultant’s negligence. Cascade agrees to indemnify, defend and save harmless Consultant and its elective and appointive boards, commissions, officers, agents, representatives, and employeesemployees (collectively, together with any additional persons as used herein, “Consultant”) from and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, third party demands, causes of action, damages, costs, expenses, actual attorneys’ feesclaims, losses, or liabilities arising out of or in connection with the actions defined below liabilities, suits, judgment, attorneys' fees and costs for personal injury, sickness, disease, emotional injury, death, injury or property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(scollectively “Indemnified Losses”) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (caused by Cascade’s negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions under this Agreement, provided, however, that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days in no event does Cascade agree to the tender of any claim for defense and indemnity by the Public Agencyindemnify, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractordefend, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to save harmless from any third party Indemnified Losses for personal injuries or to extend to any third party property damage caused in whole or part by the status acts or omissions of a third-party beneficiaryConsultant.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and 4.1 CONTRACTOR shall defend, indemnify, save, indemnify and hold harmless the indemnitees BEAUMONT, its elected and appointed officials, employees, agents and representatives (individually and collectively hereinafter referred to as “Indemnities”) from any liability whatsoever, based or asserted upon any act or omission of CONTRACTOR, its officers, employees, agents or representatives arising out of or in any way relating to or connected with this Agreement, including but not limited to property damage, bodily injury, or death or any other element of damage of any kind or nature whatsoever arising from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and performance of CONTRACTOR, its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons agents or representatives from this Agreement. CONTRACTOR shall defend Indemnities, at its sole expense, all costs and entitiesfees including, if anybut not limited to, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of action, damagesattorney’s fees, costs, expenses, actual attorneys’ feescost of investigation, lossesdefense and settlements or awards, in any claim or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not action based upon such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the workomissions. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against any other action or claim subject to indemnification herein by CONTRACTOR, CONTRACTOR shall, at its sole expense, have the Contractorright to counsel of its own choice, with Indemnities’ reasonable approval, which approval shall not unreasonably be withheld, and shall have the Contractor waives all rights right to adjust, settle, or compromise any such action or claim without the prior consent of BEAUMONT; provided, however, that any kind adjustment, settlement or compromise in no manner whatsoever limits or circumscribes CONTRACTOR’s duty to express or implied indemnity against the indemniteesindemnify Indemnities, as set fourth herein. (j) 4.2 CONTRACTOR’s obligations hereunder shall be satisfied when CONTRACTOR has provided to BEAUMONT the appropriate form of dismissal or satisfaction of judgment relieving BEAUMONT from any liability for the action or claim involved. 4.3 Nothing in the provisions of this section Agreement is intended to establish a create duties or obligations to, or rights in, third parties not party to this Agreement, or affect the legal liability of either Party to this Agreement by imposing any standard of care owed different from the standard of care applicable to any either Party under California law respecting the regulation and enforcement of laws regarding animals. 4.4 The specified insurance limits required in this Agreement shall in no way limit or circumscribe CONTRACTOR’s obligations to indemnify and hold harmless the Indemnities herein from third party or Party claims. 4.5 In the event there is a conflict between this clause and California Civil Code section 2782, this clause shall be interpreted to extend comply with Civil Code section 2782. Such interpretation shall not relieve CONTRACTOR from Indemnities to any third party the status of a third-party beneficiaryfullest extent allowed by law.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and shall defend, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions.. Informal Bid Authorized by Pub. Contract Code Section 10122 (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and 4.1 CONTRACTOR shall defend, indemnify, save, indemnify and hold harmless the indemnitees xxxxxxxx XXXXXXXX, its elected and appointed officials, employees, agents and representatives (individually and collectively hereinafter referred to as “Indemnities”) from any liability whatsoever, based or asserted upon any act or omission of CONTRACTOR, its officers, employees, agents or representatives arising out of or in any way relating to or connected with this Agreement, including but not limited to property damage, bodily injury, or death or any other element of damage of any kind or nature whatsoever arising from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and performance of CONTRACTOR, its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons agents or representatives from this Agreement. CONTRACTOR shall defend Indemnities, at its sole expense, all costs and entitiesfees including, if anybut not limited to, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of action, damagesattorney’s fees, costs, expenses, actual attorneys’ feescost of investigation, lossesdefense and settlements or awards, in any claim or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not action based upon such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the workomissions. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against any other action or claim subject to indemnification herein by CONTRACTOR, CONTRACTOR shall, at its sole expense, have the Contractorright to counsel of its own choice, with Indemnities’ reasonable approval, which approval shall not unreasonably be withheld, and shall have the Contractor waives all rights right to adjust, settle, or compromise any such action or claim without the prior consent of BEAUMONT; provided, however, that any kind adjustment, settlement or compromise in no manner whatsoever limits or circumscribes CONTRACTOR’s duty to express or implied indemnity against the indemniteesindemnify Indemnities, as set fourth herein. (j) 4.2 CONTRACTOR’s obligations hereunder shall be satisfied when CONTRACTOR has provided to BEAUMONT the appropriate form of dismissal or satisfaction of judgment relieving BEAUMONT from any liability for the action or claim involved. 4.3 Nothing in the provisions of this section Agreement is intended to establish a create duties or obligations to, or rights in, third parties not party to this Agreement, or affect the legal liability of either Party to this Agreement by imposing any standard of care owed different from the standard of care applicable to any either Party under California law respecting the regulation and enforcement of laws regarding animals. 4.4 The specified insurance limits required in this Agreement shall in no way limit or circumscribe CONTRACTOR’s obligations to indemnify and hold harmless the Indemnities herein from third party or Party claims. 4.5 In the event there is a conflict between this clause and California Civil Code section 2782, this clause shall be interpreted to extend comply with Civil Code section 2782. Such interpretation shall not relieve CONTRACTOR from Indemnities to any third party the status of a third-party beneficiaryfullest extent allowed by law.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises 6.2.1 To the fullest extent permitted by applicable law, Association shall and does hereby agree to and shall defend, indemnify, saveprotect, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and defend MAC GROUP, its elective and appointive boards, commissions, officers, agentsdirectors, and employees, together with any additional persons hereinafter referred to as "Indemnitees" from and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, damages, injuries, losses, liens, causes of action, damagessuits, costsjudgments, penalties, liabilities, debts, costs and expenses, actual including court costs and attorneys’ fees' fees (collectively, losses"Liabilities"), of any nature, kind or liabilities description, whether arising out of contract, tort, strict liability, misrepresentation, violation of applicable law and/or any cause whatsoever (including without limitation, claims for injuries to or death of any person, or damages to or loss of any property) of any person or entity directly or indirectly arising out of, caused by, in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementwith, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are resulting from any act or omission (negligent of the Association, but only to the extent any insurance held by the Association or non-negligent) the Board of Directors provides coverage for such Liabilities. 6.2.2 To the fullest extent permitted by applicable law, MAC GROUP shall and does hereby agree to indemnify, protect, hold harmless and defend the Association from and against all claims, demands, damages, injuries, causes of action, suits, judgments, costs and expenses arising out of, caused by, in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liablewith, or resulting from any officer(s)grossly negligent act or omission of MAC GROUP, agent(s) any of their respective employees, agents, servants, officers, directors, members or employee(s) of one anyone that either MAC GROUP controls or more of themexercises control over. (e) The promise 6.2.3 Association shall promptly advise MAC GROUP in writing of any action, administrative or legal proceeding or investigation as to which indemnification may apply, and agreement Association, at Association's expense, shall assume on behalf of Indemnitees and conduct with due diligence and in this section is not conditioned or dependent on whether or not any indemnitee has preparedgood faith the defense thereof with board certified civil trial counsel satisfactory to MAC GROUP, suppliedprovided, or approved any plan(s)however, drawing(s)that Indemnitees shall have the right, specification(s)at their own option, or special provision(s) to be additionally represented therein by advisory counsel of their own selection and at their own expense. 6.2.4 In the event of the failure by Association to fully perform its obligations in connection accordance with this work Agreement, Indemnitees, at their option, and without relieving Association of its obligations hereunder, may so perform, but all costs and expenses so incurred by Indemnitees in that event shall be reimbursed by Association to Indemnitees, together with interest, on the same from the date any such expense was paid by Indemnitees until reimbursed by Association, at the highest lawful rate of interest allowed under applicable usury laws of the State of Texas (or has insurance if no maximum rate is applicable, at the rate of ten percent (10%) per annum). It is agreed with respect to any legal limitations now or other hereafter in effect and affecting the validity or enforceability of the indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section Section, such legal limitations are made a part of indemnification obligations and shall exist regardless of operate to amend the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s indemnification obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender minimum extent necessary to bring the provisions into conformity with the requirements of any claim for defense such limitations, and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractoras so modified, the Contractor waives all rights of any kind to express or implied indemnity against the indemniteesindemnification obligations shall continue in full force and effect. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises Except to and shall defendthe extent that claims result from the gross negligence or willful misconduct of Landlord, indemnify, save, Tenant hereby agrees to indemnify and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted Landlord, DTC Partners, L.L.C., Xxxxxx Enterprises, LLC, Xxxxxx Corporation, and protected by this promise are the Public Agency all members, partners and its elective owners thereof, and appointive boards, commissions, officersLandlord’s employees, agents, mortgagees and employeesground lessors (collectively, together with any additional persons “Landlord Indemnified Parties”) from and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demandslosses, causes of actionactions, damages, costs, expenses, actual liabilities and expenses (including reasonable attorneys’ fees) (collectively, losses“claims”) that (i) arise from or are in connection with Tenant’s possession, use, occupation, management, repair, maintenance or control of the Leased Premises, the Building, including the Common Areas, or liabilities arising out any portion of any of the foregoing, or (ii) arise from or are in connection with any act or omission of Tenant or Tenant’s agents, employees or invitees on the Leased Premises, or (iii) arise from or are in connection with any negligent or willful act or omission of Tenant or Tenant’s agents or employees outside of the Leased Premises, or (iv) result from any default, breach, violation or non-performance of this Lease or any provision herein by Tenant, or (v) result from injury or death to persons or damage to property sustained in, about or in connection with the actions defined below for personal injuryLeased Premises. Tenant shall, sicknessat its own cost and expense, diseasedefend any and all actions, emotional injurysuits and proceedings which may be brought against the aforesaid parties with respect to the foregoing or in which the aforesaid parties may be impleaded. Tenant shall pay, deathsatisfy and discharge any and all judgments, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before orders and decrees which may be recovered against the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) aforesaid parties in connection with the matters covered by foregoing. In all cases under this contract Lease where Landlord is being indemnified and attributable or held harmless, such indemnity and/or hold harmless provisions shall run to all Landlord Indemnified Parties to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of themsame extent Landlord is so indemnified and/or held harmless. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and The District shall defendnot, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its nor shall any elective and or appointive boards, commissions, officers, agentsagents or employees of the District, be liable or responsible for any accident, loss, damage or injury, including death, as well as claims for property damage that may arise in the course of constructing and maintaining the Recycled Water Improvements. (b) To the fullest extent permitted by law, Developer agrees to, and shall, hold the District and its elective or appointive boards, commissions, officers, agents or employees (collectively, “Indemnitees”) harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage which may arise out of the acts or omissions of Developer, its agents or employees, together with any additional of the Developer's contractors or subcontractors, or by one or more persons and entitiesdirectly or indirectly employed by, if anyor acting as agent of Developer or any of Developer's contractors or subcontractors, listed in the Supplementary General Conditionscourse of completing the Recycled Water Improvements. All of the liabilities of this paragraph 11(b) are assumed by Developer. (c) The liabilities protected against are any and all claimsTo the fullest extent permitted by law, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completedDeveloper agrees to, and including shall upon request, promptly and fully defend the defense of Indemnitees from any suit(s) suits or action(s) actions at law or in equity concerning thesefor damages caused, or alleged to have been caused, by reason of any of the activities for which Developer is indemnifying the District under paragraph 11(b) above. (d) The actions causing liability are any act provisions of this paragraph shall apply to all damages and claims for damage of every kind suffered or omission (negligent alleged to have been suffered, by reason of the construction of the Recycled Water Improvements or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) maintenance of one or more said improvements regardless of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee the District has prepared, supplied, or approved any plan(s)of, drawing(s)the Improvement Plans and/or specifications for the land division or the Recycled Water Improvements relating thereto, specification(s), and regardless of whether or special provision(s) in connection with this work or has not insurance or other indemnification covering policies may be determined to be applicable to any of these matterssuch damages or claims for damages. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises 2.1 To the fullest extent permitted by applicable law, Association shall and does hereby agree to and shall defend, indemnify, saveprotect, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and defend FRP, its elective and appointive boards, commissions, officers, agentsdirectors, and employees, together with any additional persons hereinafter referred to as “Indemnities” from and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, damages, injuries, losses, liens, causes of action, damagessuits, costsjudgments, penalties, liabilities, debts, costs and expenses, actual including court costs and attorneys’ feesfees (collectively, losses“Liabilities”), of any nature, kind or liabilities description, whether arising out of contract, tort, strict liability, misrepresentation, violation of applicable law and/or nay cause whatsoever (including without limitation, claims for injuries to or death of any person, or damages to or loss of any property) of any person or entity directly or indirectly arising out of, caused by, in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementwith, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are resulting from any act or omission (negligent of Association, any of their respective employees, agents, servants, officers, directors, members or non-negligent) in connection with the matters covered by this contract and attributable to the Contractoranyone that either Association controls or exercises control over. THE OBLIGATIONS OF THE Association UNDER THIS SECTION SHALL APPLY TO LIABILITIES EVEN IF SUCH LIABILITIES ARE CAUSED IN WHOLE OR IN PART BY THE SOLE, subcontractor(s)JOINT OR CONCURRENT NEGLIGENCE, supplier(s)FAULT OR STRICT LIABILITY OF ANY INDEMNITEE, trucker(s)WHETHER PREDATING THIS AGREEMENT OR NOT, anyone for whose acts the Contractor may be liableAND WHETHER OR NOT SUCH SOLE OR CONCURRENT NEGLIGENCE, or any officer(s), agent(s) or employee(s) of one or more of themFAULT OR STRICT LIABILITY WAS ACTIVE OR PASSIVE. (e) The promise 2.2 Association shall promptly advise FRP in writing of any action, administrative or legal proceeding or investigation as to which indemnification may apply, and agreement Association, at Association’s expense, shall assume on behalf of Indemnities and conduct with due diligence and in this section is not conditioned or dependent on whether or not any indemnitee has preparedgood faith the defense thereof with board certified civil trial counsel satisfactory to FRP; provided, suppliedhowever, or approved any plan(s)that Indemnities shall have the right, drawing(s)at their own option, specification(s), or special provision(s) to be represented therein by advisory counsel of their own selection and at their own expense. 2.3 In the event of the failure by Association to fully perform its obligations in connection accordance with this work Agreement, Indemnities, at their option, and without relieving Association of its obligations hereunder, may so perform, but all costs and expenses so incurred by Indemnities in that event shall be reimbursed by Association to Indemnities, together with interest, on the same from the date any such expense was paid by Indemnities until reimbursed by Association, at the highest lawful rate of interest allowed under applicable usury laws of the State of Georgia (or has if no maximum rate is applicable, at the rate of eighteen percent (18%) per annum). The indemnification shall not be limited to damages, compensation or benefits payable under insurance policies. It is agreed with respect to any legal limitations now or other hereafter in effect and affecting the validity or enforceability of the indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section Section, such legal limitations are made a part of indemnification obligations and shall exist regardless operate to amend the indemnification obligations to the minimum extent necessary to bring provisions into conformity with the requirements of such limitations, and as so modified, the existence or degree of fault of the Public Agency or any indemniteeindemnification obligations shall continue in full force and effect. (g) 2.4 The Contractor’s obligations under provisions of this section paragraph 2 shall extend to claims arising after survive the work is completed termination of this agreement and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of shall continue in full compliance with these requirements. (h) The Contractor force and the Contractor’s insurance carrier(s) shall respond within 15 days effect subsequent to the tender termination of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agencyagreement. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises The CITY, its successors and assigns agree to and shall defend, indemnify, save, defend and hold the STATE, its officers and employees harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes damages, expenses or suits that: (1) arise out of actionor are incident to any negligence by the CITY, its agents, contractors or employees in the use of the highway right of way pursuant to this Permit, or (2) are caused by the breach of any of the conditions of the Permit by the CITY, its contractors, agents or employees. Nothing herein shall require the CITY to indemnify and hold harmless the STATE and its officers and employees from claims, demands, damages, costsexpenses or suits based solely upon the conduct or negligence of the STATE, expensesits agents, actual attorneys’ feesofficers, lossesemployees and contractors; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the STATE, its agents, or liabilities arising employees, and (b) the CITY, its agents or employees, including those actions covered by RCW4.24.115, the foregoing obligations shall be valid and enforceable only to the extent of CITY’s negligence. The STATE, its successors and assigns, agree to indemnify, defend and hold the CITY, its officers and employees harmless from all claims, demands, damages, expenses or suits that: (1) arise out of or are incident to any negligence by the STATE, its agents, contractors or employees in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss use of use), trespass, nuisance, inverse condemnation, patent infringementthe highway right of way pursuant to this Permit, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before (2) are caused by the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense breach of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault conditions of the Public Agency Permit by the STATE, its contractors, agents or any indemnitee. (g) The Contractor’s obligations under this section employees. Nothing herein shall extend require the STATE to claims arising after indemnify and hold harmless the work is completed CITY and accepted its officers and employees from claims, demands, damages, expenses or suits based solely upon the conduct or negligence of the CITY, its agents, officers, employees and contractors; and provided further that if the claims or suits are related to alleged acts caused by or omissions that occurred during result from the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements.concurrent negligence of (ha) The Contractor the CITY, its agents, or employees, and (b) the Contractor’s insurance carrier(s) STATE, its agents or employees, including those actions covered by RCW 4.24.115, the foregoing obligations shall respond within 15 days be valid and enforceable only to the tender extent of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public AgencySTATE’s negligence. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and The District shall defendnot, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its nor shall any elective and or appointive boards, commissions, officers, agentsagents or employees of the District (collectively, “Indemnitees”), be liable or responsible for any accident, loss, damage or injury, including death, as well as claims for property damage that may arise in the course of construction, operation or maintenance of the Private Sanitary Sewer Main or any Laterals except for accident, loss, damage, injury, death and claims for property damages caused by the negligence or intentional misconduct of the District, its agents or employees. (b) To the fullest extent permitted by law, Owner agrees to, and employeesshall hold harmless and indemnify the Indemnitees from any and all liability, together with any additional persons loss, cost, expense (including without limitation attorney’s fees and entitiescosts of litigation), if anyclaim, listed demand, action, suit, judicial or administrative proceeding, penalty, deficiency, fine, order, and damage (collectively, “Claims”), which directly or indirectly, in whole or in part, are caused by, arise in connection with, result from, relate to, or are alleged to be caused by, arise in connection with, result from, or relate to the Supplementary General Conditionsconstruction, operation, or maintenance of the Private Sanitary Sewer Main or Laterals except for Claims caused by the sole and active negligence or intentional misconduct of the Indemnitees. (c) The liabilities protected against Owner agrees to require, via CC&Rs or other document, Parcel Owners to hold harmless and indemnify the Indemnitees from any Claims which directly or indirectly, in whole or in part, are any and all claimscaused by, demandsarise in connection with, causes of actionresult from, damages, costs, expenses, actual attorneys’ fees, lossesrelate to, or liabilities arising out of or are alleged to be caused by, arise in connection with the actions defined below for personal injurywith, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementresult from, or any combination of theserelate to the construction, regardless of whether or not such liability, claimoperation, or damage was foreseeable at any time before maintenance of the Public Agency approved Private Sanitary Sewer Main or Laterals except for Claims caused by the improvement plans sole and active negligence or accepted intentional misconduct of the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning theseIndemnitees. (d) The Owners agree to, and shall upon request, promptly and fully defend the Indemnitees from any suits or actions causing liability at law or in equity for damages caused or alleged to have been caused, by reason of any activities for which Owners are any act or omission (negligent or non-negligentindemnifying the Indemnitees under paragraph 7(b) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of themabove. (e) The promise and agreement in provisions of this section is not conditioned shall apply to all Claims of every kind suffered or dependent on alleged to have been suffered, in the course of construction, operation, or maintenance of the Private Sanitary Sewer Main or Laterals regardless of whether or not any indemnitee the District has prepared, supplied, or approved any plan(s)of the improvement plans and/or specifications for the land division or the Private Sanitary Sewer Main or Laterals relating thereto, drawing(s), specification(s), and regardless of whether or special provision(s) in connection with this work or has not insurance or other indemnification covering policies may be determined to be applicable to any of these matterssuch Claims. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and The District shall defendnot, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its nor shall any elective and or appointive boards, commissions, officers, agentsagents or employees of the District, be liable or responsible for any accident, loss, damage or injury, including death, as well as claims for property damage that may arise in the course of constructing and maintaining the Sanitary Sewer and Recycled Water Improvements. (b) To the fullest extent permitted by law, Developer agrees to, and shall, hold the District and its elective or appointive boards, commissions, officers, agents or employees (collectively, “Indemnitees”) harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage which may arise out of the acts or omissions of Developer, its agents or employees, together with any additional of the Developer's contractors or subcontractors, or by one or more persons and entitiesdirectly or indirectly employed by, if anyor acting as agent of Developer or any of Developer's contractors or subcontractors, listed in the Supplementary General Conditionscourse of completing the Sanitary Sewer and Recycled Water Improvements. All of the liabilities of this paragraph 11(b) are assumed by Developer. (c) The liabilities protected against are any and all claimsTo the fullest extent permitted by law, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completedDeveloper agrees to, and including shall upon request, promptly and fully defend the defense of Indemnitees from any suit(s) suits or action(s) actions at law or in equity concerning thesefor damages caused, or alleged to have been caused, by reason of any of the activities for which Developer is indemnifying the District under paragraph 11(b) above. (d) The actions causing liability are any act provisions of this paragraph shall apply to all damages and claims for damage of every kind suffered or omission (negligent alleged to have been suffered, by reason of the construction of the Sanitary Sewer and Recycled Water Improvements or non-negligent) in connection with the matters covered by this contract and attributable maintenance of said improvements up to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts expiration of the Contractor may be liable, or any officer(s), agent(srequired one (1) or employee(s) year maintenance period regardless of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee the District has prepared, supplied, or approved any plan(s)of, drawing(s)the Improvement Plans and/or specifications for the land division or the Sanitary Sewer and Recycled Water Improvements relating thereto, specification(s), and regardless of whether or special provision(s) in connection with this work or has not insurance or other indemnification covering policies may be determined to be applicable to any of these matterssuch damages or claims for damages. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises Tenant hereby agrees to and shall defend, indemnify, save, indemnify ------------------------------ and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boardsLandlord, commissionsTysons II Development Co. Limited Partnership, officersTysons II Land Company, L.L.C., Xxxxxx Enterprises Limited Partnership, Xxxxxx Corporation, Landlord's employees, agents, mortgagees and employees, together with any additional persons ground lessors from and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demandslosses, causes of actionactions, damages, costsliabilities and expenses (including attorneys' fees) that (i) arise from or are in connection with Tenant's possession, expensesuse, actual attorneys’ feesoccupation, lossesmanagement, repair, maintenance or control of the Leased Premises or the Building, or liabilities arising out any portion thereof, or (ii) arise from or are in connection with any act or omission of Tenant or Tenant's agents, employees or invitees, or (iii) result from any default, breach, violation or non-performance of this Lease or any provision herein by Tenant, or (iv) result from injury or death to persons or damage to property sustained in or about the Leased Premises. Tenant shall, at its own cost and expense, defend any and all actions, suits and proceedings which may be brought against the aforesaid parties with respect to the foregoing or in which the aforesaid parties may be impleaded. Tenant shall pay, satisfy and discharge any and all judgments, orders and decrees which may be recovered against the aforesaid parties in connection with the actions defined below for personal foregoing. The aforesaid parties shall not be liable or responsible for, and Tenant hereby releases the aforesaid parties from all liability or responsibility to Tenant or any person claiming by, through or under Tenant, by way of subrogation or otherwise, any injury, sickness, disease, emotional loss or damage to any property in or around the Leased Premises or to Tenant's business irrespective of the cause of such injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completeddamage, and including Tenant shall require its insurer(s) to include in all of Tenant's insurance policies which could give rise to a right of subrogation against the defense aforesaid parties a clause or endorsement whereby the insurer(s) shall waive any rights of any suit(s) subrogation against the aforesaid parties as well as other tenants or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with occupants of the matters covered Building. Tenant hereby makes such waiver on behalf of its insurer, which insurer, by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except insuring Tenant as prohibited by Civil Code Section 2782, the Contractor’s obligations contemplated under this section Lease, shall exist regardless of be deemed to have acknowledged the existence or degree of fault of the Public Agency or any indemniteeprovisions hereof. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and 15 5.1 CONTRACTOR shall defend, indemnify, save, indemnify and hold harmless the indemnitees LAFCO, its Commissioners, 16 employees, agents and representatives from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and any liability whatsoever, based or 17 asserted upon any services of CONTRACTOR, its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities18 subcontractors, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, agents or liabilities representatives arising out of or in connection with the actions defined below for personal any way relating to this 19 Agreement, including but not limited to property damage, bodily injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or death or 20 any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense other element of any suit(s) kind or action(s) nature whatsoever and resulting from any reason 21 whatsoever arising from the performance of CONTRACTOR, its officers, agents, 22 employees, subcontractors, agents or representatives from this Agreement; 23 CONTRACTOR shall defend, at law its sole expense, all costs and fees including but not 24 limited to attorney fees, cost of investigation, defense and settlements or equity concerning these. (d) The actions causing liability are awards all 25 Indemnitees in any act claim or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to action based upon such alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirementsomissions. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) 26 5.2 With respect to third-party claims against any action or claim subject to indemnification herein by 27 CONTRACTOR, CONTRACTOR shall, at their sole cost, have the Contractorright to use 28 counsel of their own choice and shall have the right to adjust, settle, or compromise 0 00000 1 any such action or claim without the Contractor waives all rights prior consent of LAFCO; provided, however, 2 that any kind such adjustment, settlement or compromise in no manner whatsoever limits 3 or circumscribes CONTRACTOR’S indemnification to express LAFCO or implied indemnity against COUNTY as set 4 forth herein. CONTRACTOR’S obligation to defend, indemnify and hold harmless 5 LAFCO or COUNTY shall be subject to LAFCO or COUNTY having given 6 CONTRACTOR written notice within a reasonable period of time of the indemniteesclaim or 7 the commencement of the related action, as the case may be, and information and 8 reasonable assistance, at the CONTRACTOR’S expense, for the defense or 9 settlement thereof. CONTRACTOR’S obligation hereunder shall be satisfied when 10 CONTRACTOR has provided to LAFCO or COUNTY the appropriate form of 11 dismissal relieving LAFCO or COUNTY from any liability for the action or claim 12 involved. Section 5 shall survive the termination of this Agreement. (j) Nothing 13 5.3 The specified insurance limits required in this section is intended the Agreement shall in no way limit or 14 circumscribe CONTRACTOR’S obligations to establish a standard of care owed to any indemnify and hold harmless 15 LAFCO and COUNTY herein from third party or to extend to any third party the status of a third-party beneficiaryclaims.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises The CITY, its successors and assigns agree to and shall defend, indemnify, save, defend and hold the STATE, its officers and employees harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes damages, expenses or suits that: (1) arise out of actionor are incident to any negligence by the CITY, its agents, contractors or employees in the use of the highway right of way pursuant to this Permit, or (2) are caused by the breach of any of the conditions of the Permit by the CITY, its contractors, agents or employees. Nothing herein shall require the CITY to indemnify and hold harmless the STATE and its officers and employees from claims, demands, damages, costsexpenses or suits based solely upon the conduct or negligence of the STATE, expensesits agents, actual attorneys’ feesofficers, lossesemployees and contractors; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the STATE, its agents, or liabilities arising employees, and (b) the CITY, its agents or employees, including those actions covered by RCW4.24.115, the foregoing obligations shall be valid and enforceable only to the extent of CITY’s negligence. The STATE, its successors and assigns, agree to indemnify, defend and hold the CITY, its officers and employees harmless from all claims, demands, damages, expenses or suits that: (1) arise out of or are incident to any negligence by the STATE, its agents, contractors or employees in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss use of use), trespass, nuisance, inverse condemnation, patent infringementthe highway right of way pursuant to this Permit, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before (2) are caused by the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense breach of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault conditions of the Public Agency Permit by the STATE, its contractors, agents or any indemnitee. (g) The Contractor’s obligations under this section employees. Nothing herein shall extend require the STATE to claims arising after indemnify and hold harmless the work is completed CITY and accepted its officers and employees from claims, demands, damages, expenses or suits based solely upon the conduct or negligence of the CITY, its agents, officers, employees and contractors; and provided further that if the claims or suits are related to alleged acts caused by or omissions that occurred during result from the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.concurrent negligence of

HOLD HARMLESS/INDEMNIFICATION. The PCO shall hold the Commonwealth harmless from and indemnify the Department and the Commonwealth and their respective employees, agents, and representatives against any and all liabilities, losses, settlements, claims, demands and actions based upon or arising out of any activities performed by the PCO and its employees and agents under this Agreement and shall, at the request of the Commonwealth, defend any and all actions brought against the Commonwealth based upon any such claims or demands. This provision includes but is not limited to any and all liabilities, losses, settlements, claims, demands and actions based upon or arising out of disputes of any kind between the PCO and its subcontractors with Members, agents, clients, or any defamation, malpractice, Fraud, negligence, or intentional misconduct caused or alleged to have been caused by the PCO or its agents, subcontractors, employees, or representatives in the performance or omission of any act or responsibility assumed by the PCO pursuant to this Agreement. The Commonwealth or the Department must give the PCO prompt notice of any such claim of which it learns. Pursuant to the Commonwealth Attorneys Act (a71 P.S. Section 732-101, et seq.), the Office of Attorney General (OAG) has the sole authority to represent the Commonwealth in actions brought against the Commonwealth. The OAG may, however, in its sole discretion and under such terms as it deems appropriate, delegate its right of defense. If OAG delegates the defense to the Contractor, the Commonwealth will cooperate with all reasonable requests of Contractor promises to and shall defend, indemnify, save, made in the defense of such suits The PCO must indemnify and hold harmless the indemnitees Department and the Commonwealth of Pennsylvania from any audit disallowance imposed by the federal government resulting from the liabilities as defined in this section. (b) PCO’s failure to follow state or federal rules, regulations, or procedures unless prior authorization was given by the Department. The indemnitees benefitted Department shall provide timely notice of any disallowance to the PCO and protected by this promise are allow the Public Agency and its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entities, if any, listed PCOI an opportunity to participate in the Supplementary General Conditions. (c) disallowance appeal process and any subsequent judicial review to the extent permitted by law. Any payment required under this provision shall be due from the PCO upon notice from the Department. The liabilities protected against indemnification provision hereunder shall not extend to disallowances which result from a determination by the federal government that the terms of this Agreement are not in accordance with federal law. Notwithstanding the above, neither party shall enter into any and all claimssettlement without the other party's written consent, demandswhich shall not be unreasonably withheld. The Commonwealth may, causes of actionin its sole discretion, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with allow the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including Contractor to control the defense of and any suit(s) or action(s) at law or equity concerning these. (d) related settlement negotiations The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section paragraph shall exist regardless survive termination or expiration of the existence or degree of fault of the Public Agency or any indemniteethis Agreement. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and 5.1 CONTRACTOR shall defend, indemnify, save, indemnify and hold harmless the indemnitees LAFCO, its Commissioners, employees, agents and representatives from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and any liability whatsoever, based or asserted upon any services of CONTRACTOR, its elective and appointive boards, commissions, officers, agents, and employees, together with any additional persons and entitiessubcontractors, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, agents or liabilities representatives arising out of or in connection with the actions defined below for personal any way relating to this Agreement, including but not limited to property damage, bodily injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or death or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense other element of any suit(s) kind or action(s) nature whatsoever and resulting from any reason whatsoever arising from the performance of CONTRACTOR, its officers, agents, employees, subcontractors, agents or representatives from this Agreement; CONTRACTOR shall defend, at law its sole expense, all costs and fees including but not limited to attorney fees, cost of investigation, defense and settlements or equity concerning these. (d) The actions causing liability are awards all Indemnitees in any act claim or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to action based upon such alleged acts or omissions that occurred during the course of the workomissions. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) 3 00000 1 5.2 With respect to third-party claims against any action or claim subject to indemnification herein by 2 CONTRACTOR, CONTRACTOR shall, at their sole cost, have the Contractorright to use 3 counsel of their own choice and shall have the right to adjust, settle, or compromise 4 any such action or claim without the Contractor waives all rights prior consent of LAFCO; provided, however, 5 that any kind such adjustment, settlement or compromise in no manner whatsoever limits 6 or circumscribes CONTRACTOR’S indemnification to express LAFCO or implied indemnity against COUNTY as set 7 forth herein. CONTRACTOR’S obligation to defend, indemnify and hold harmless 8 LAFCO or COUNTY shall be subject to LAFCO or COUNTY having given 9 CONTRACTOR written notice within a reasonable period of time of the indemniteesclaim or 10 the commencement of the related action, as the case may be, and information and 11 reasonable assistance, at the CONTRACTOR’S expense, for the defense or 12 settlement thereof. CONTRACTOR’S obligation hereunder shall be satisfied when 13 CONTRACTOR has provided to LAFCO or COUNTY the appropriate form of 14 dismissal relieving LAFCO or COUNTY from any liability for the action or claim 15 involved. Section 5 shall survive the termination of this Agreement. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to A. To the extent authorized by law, TENANT, its successors and shall defendassigns, indemnifywill protect, save, and hold harmless WSDOT, its authorized agents and employees, from all claims, actions, costs, damages, (both to persons and/or property) or expenses of any nature whatsoever by reason of the indemnitees from acts or omissions of the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and TENANT, its elective and appointive boardsassigns, commissions, officerssubtenants, agents, and contractors, licensees, invitees, employees, together with or any additional persons and entitiesperson whomsoever, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injuryany acts or activities related to this Lease, sicknesswhether those claims, diseaseactions, emotional injurycosts, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementdamages, or expenses result from acts or activities occurring on or off the Premises. The TENANT further agrees to defend WSDOT, its agents or employees, in any combination litigation, including payment of theseany costs or attorney’s fees, regardless of whether for any claims or not such liabilityactions commenced, claimarising out of, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning these. (d) The actions causing liability are any act or omission (negligent or non-negligent) in connection with acts or activities related to this Lease, whether those claims, actions, costs, damages, or expenses result from acts or activities occurring on or off the matters covered by this contract and attributable to the ContractorPremises. This obligation shall not include such claims, subcontractor(s)actions, supplier(s)costs, trucker(s)damages, anyone for whose acts the Contractor or expenses which may be liablecaused by the sole negligence of WSDOT or its authorized agents or employees; provided, or any officer(s), agent(s) or employee(s) of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted that if the claims or damages are related caused by or result from the concurrent negligence of (a) WSDOT, its agents or employees and (b) the TENANT, its assigns, subtenants, agents, contractors, licensees, invitees, employees, or involves those actions covered by RCW 4.24.115, this indemnity provision shall be valid and enforceable only to alleged acts or omissions that occurred during the course extent of the work. Public Agency’s inspection is not a waiver negligence of full compliance with these requirementsthe TENANT or its assigns, subtenants, agents, contractors, licensees, invitees, employees. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises 0.0. Xx the fullest extent permitted by applicable law, Association shall and does hereby agree to and shall defend, indemnify, saveprotect, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and defend IMC, its elective and appointive boards, commissions, officers, agentsdirectors, and employees, together with any additional persons hereinafter referred to as “Indemnities” from and entities, if any, listed in the Supplementary General Conditions. (c) The liabilities protected against are any and all claims, demands, damages, injuries, losses, liens, causes of action, damagessuits, costsjudgments, penalties, liabilities, debts, costs and expenses, actual including court costs and attorneys’ feesfees (collectively, losses“Liabilities”), of any nature, kind or liabilities description, whether arising out of contract, tort, strict liability, misrepresentation, violation of applicable law and/or any cause whatsoever (including without limitation, claims for injuries to or death of any person, or damages to or loss of any property) of any person or entity directly or indirectly arising out of, caused by , in connection with, or resulting from any act or omission of the Association, any of their respective employees, agents, servants, officers, directors, members or anyone that either Association controls or exercises control over. The obligations of the association under this section shall apply to liabilities even if such liabilities are caused in whole or in connection with part by the actions defined below for personal injurysole, sicknessjoint or concurrent negligence, diseasefault or strict liability of any indemnities, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, whether predating this agreement or any combination of these, regardless of not and whether or not such liabilitysole or concurrent negligence, claimfault or strict liability was active or passive. 2.2. Association shall promptly advise IMC in writing of any action, administrative, or damage was foreseeable at any time before the Public Agency approved the improvement plans legal proceeding or accepted the improvements investigation as completedto which indemnification may apply, and including Association, at Association’s expense, shall assume on behalf of Indemnities and conduct with due diligence and in good faith the defense thereof with board certified civil trial counsel satisfactory to IMC, provided, however, that Indemnities shall have the right, at their own option, to be represented therein by advisory council of any suit(s) or action(s) their own selection and at law or equity concerning thesetheir own expense. 0.0. Xx the event of failure by the Association to fully perform its obligations in accordance with this Agreement, Indemnities, at their option, and without relieving Association of its obligations hereunder, may so perform, but all costs and expenses so incurred by Indemnities in that event shall be reimbursed by Association to Indemnities, together with interest, on the same from date any such expense was paid by Indemnities until reimbursed by Association, at the highest lawful rate of interest allowed under applicable usury laws of the State of Texas (dor if no maximum rates applicable, at the rate of eighteen percent (18%) per annum). The actions causing liability are any act or omission (negligent or non-negligent) in connection with the matters covered by this contract and attributable indemnification shall not be limited to the Contractordamages, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liablecompensation, or benefits payable under insurance policies. It is agreed with respect to any officer(s), agent(s) legal limitations now or employee(s) hereafter in effect and affecting the validating or enforceability of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee has prepared, supplied, or approved any plan(s), drawing(s), specification(s), or special provision(s) in connection with this work or has insurance or other the indemnification covering any of these matters. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section Section, such legal limitations are made a part of indemnification obligations and shall exist regardless of operate to amend the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s indemnification obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender minimum extent necessary to bring the provisions into conformity with the requirements of any claim for defense such limitations, and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractoras so modified, the Contractor waives all rights of any kind to express or implied indemnity against the indemniteesindemnification obligations shall continue in full force and effect. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and The District shall defendnot, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its nor shall any elective and or appointive boards, commissions, officers, agentsagents or employees of the District (collectively, “Indemnitees”), be liable or responsible for any accident, loss, damage or injury, including death, as well as claims for property damage that may arise in the course of construction, operation or maintenance of the Private Sanitary Sewer Main or any Laterals except for accident, loss, damage, injury, death and claims for property damages caused by the negligence or intentional misconduct of the District, its agents or employees. (b) To the fullest extent permitted by law, Owner agrees to, and employeesshall hold harmless and indemnify the Indemnitees from any and all liability, together with any additional persons loss, cost, expense (including without limitation attorney’s fees and entitiescosts of litigation), if anyclaim, listed demand, action, suit, judicial or administrative proceeding, penalty, deficiency, fine, order, and damage (collectively, “Claims”), which directly or indirectly, in whole or in part, are caused by, arise in connection with, result from, relate to, or are alleged to be caused by, arise in connection with, result from, or relate to the Supplementary General Conditionsconstruction, operation, or maintenance of the Private Sanitary Sewer Main or Laterals except for Claims caused by the sole and active negligence or intentional misconduct of the Indemnitees. (c) The liabilities protected against Owner agrees to require, via CC&Rs or other document, Parcel Owners to hold harmless and indemnify the Indemnitees from any Claims which directly or indirectly, in whole or in part, are any and all claimscaused by, demandsarise in connection with, causes of actionresult from, damages, costs, expenses, actual attorneys’ fees, lossesrelate to, or liabilities arising out of or are alleged to be caused by, arise in connection with the actions defined below for personal injurywith, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringementresult from, or any combination of theserelate to the construction, regardless of whether or not such liability, claimoperation, or damage was foreseeable at any time before maintenance of the Public Agency approved Private Sanitary Sewer Main or Laterals except for Claims caused by the improvement plans sole and active negligence or accepted intentional misconduct of the improvements as completed, and including the defense of any suit(s) or action(s) at law or equity concerning theseIndemnitees. (d) The Owners agree to, and shall upon request, promptly and fully defend the Indemnitees from any suits or actions causing liability at law or in equity for damages caused or alleged to have been caused, by reason of any activities for which Owners are any act or omission (negligent or non-negligentindemnifying the Indemnitees under paragraph 6(b) in connection with the matters covered by this contract and attributable to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts the Contractor may be liable, or any officer(s), agent(s) or employee(s) of one or more of themabove. (e) The promise and agreement in provisions of this section is not conditioned shall apply to all Claims of every kind suffered or dependent on alleged to have been suffered, in the course of construction, operation, or maintenance of the Private Sanitary Sewer Main or Laterals regardless of whether or not any indemnitee the District has prepared, supplied, or approved any plan(s)of the improvement plans and/or specifications for the land division or the Private Sanitary Sewer Main or Laterals relating thereto, drawing(s), specification(s), and regardless of whether or special provision(s) in connection with this work or has not insurance or other indemnification covering policies may be determined to be applicable to any of these matterssuch Claims. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.

HOLD HARMLESS/INDEMNIFICATION. (a) Contractor promises to and The District shall defendnot, indemnify, save, and hold harmless the indemnitees from the liabilities as defined in this section. (b) The indemnitees benefitted and protected by this promise are the Public Agency and its nor shall any elective and or appointive boards, commissions, officers, agentsagents or employees of the District, be liable or responsible for any accident, loss, damage or injury, including death, as well as claims for property damage that may arise in the course of constructing and maintaining the Sanitary Sewer Improvements up to the expiration of the required one (1) year maintenance period. (b) To the fullest extent permitted by law, Owner agrees to, and shall, hold the District and its elective or appointive boards, commissions, officers, agents or employees (collectively, “Indemnitees”) harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage which may arise out of the acts or omissions of Owner, its agents or employees, together with any additional of the Owner's contractors or subcontractors, or by one or more persons and entitiesdirectly or indirectly employed by, if anyor acting as agent of Owner or any of Owner's contractors or subcontractors, listed in the Supplementary General Conditionscourse of completing the Sanitary Sewer Improvements up to the expiration of the one (1) year maintenance period. All of the liabilities of this paragraph 12(b) are assumed by Owner. (c) The liabilities protected against are any and all claimsTo the fullest extent permitted by law, demands, causes of action, damages, costs, expenses, actual attorneys’ fees, losses, or liabilities arising out of or in connection with the actions defined below for personal injury, sickness, disease, emotional injury, death, property damage (including loss of use), trespass, nuisance, inverse condemnation, patent infringement, or any combination of these, regardless of whether or not such liability, claim, or damage was foreseeable at any time before the Public Agency approved the improvement plans or accepted the improvements as completedOwner agrees to, and including shall upon request, promptly and fully defend the defense of Indemnitees from any suit(s) suits or action(s) actions at law or in equity concerning thesefor damages caused, or alleged to have been caused, by reason of any of the activities for which Owner is indemnifying the District under paragraph 12(b) above. (d) The actions causing liability are any act provisions of this paragraph shall apply to all damages and claims for damage of every kind suffered or omission (negligent alleged to have been suffered, by reason of the construction of the Sanitary Sewer Improvements or non-negligent) in connection with the matters covered by this contract and attributable maintenance of said improvements up to the Contractor, subcontractor(s), supplier(s), trucker(s), anyone for whose acts expiration of the Contractor may be liable, or any officer(s), agent(srequired one (1) or employee(s) year maintenance period regardless of one or more of them. (e) The promise and agreement in this section is not conditioned or dependent on whether or not any indemnitee the District has prepared, supplied, or approved any plan(s)of, drawing(s)the Improvement Plans and/or specifications for the land division or the Sanitary Sewer Improvements relating thereto, specification(s), and regardless of whether or special provision(s) in connection with this work or has not insurance or other indemnification covering policies may be determined to be applicable to any of these matterssuch damages or claims for damages. (f) Except as prohibited by Civil Code Section 2782, the Contractor’s obligations under this section shall exist regardless of the existence or degree of fault of the Public Agency or any indemnitee. (g) The Contractor’s obligations under this section shall extend to claims arising after the work is completed and accepted if the claims are related to alleged acts or omissions that occurred during the course of the work. Public Agency’s inspection is not a waiver of full compliance with these requirements. (h) The Contractor and the Contractor’s insurance carrier(s) shall respond within 15 days to the tender of any claim for defense and indemnity by the Public Agency, unless this time has been extended by the Public Agency. (i) With respect to third-party claims against the Contractor, the Contractor waives all rights of any kind to express or implied indemnity against the indemnitees. (j) Nothing in this section is intended to establish a standard of care owed to any third party or to extend to any third party the status of a third-party beneficiary.