Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 21 contracts
Samples: Uniform Project Agreement, Uniform Project Agreement, Uniform Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including including, without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 20 contracts
Samples: Project Agreement, Project Agreement, Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, and agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, any and all all
(i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 11 contracts
Samples: Agent and Financial Assistance and Project Agreement, Agent and Financial Assistance Agreement, Agent and Financial Assistance and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 9 contracts
Samples: Uniform Project Agreement, Uniform Project Agreement, Uniform Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, officers, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting limitation the generality of the foregoing, all causes of action and reasonable attorneys' attorney’s fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 8 contracts
Samples: Agent Agreement, Agent Agreement, Agent Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 6 contracts
Samples: Project Agreement, Project Agreement, Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 3 contracts
Samples: Project Agreement, Uniform Project Agreement, Project Agreement (Sales Tax Only)
Hold Harmless Provision. The Company Applicant hereby releases the Agency Village from, agrees that the Agency Village shall not be liable for, and agrees to indemnify, defend and hold the Agency Village and its executive directorboard, directorselected officials, employees, members, officers, employees, agents (other than the Company)agents, representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company Applicant of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financingVillage municipal oversight and approval of building permits, acquiring, inspections and issuance of certificates of compliance and/or certificates of occupancy pertaining to constructing, equippingreconstructing, owning renovating, rehabilitating, installing, equipping and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoingforegoing including any legal challenges to the Project by third parties, taxpayers or otherwise. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the AgencyVillage, or any of its respective executive directorboard, directorselected officials, officers, employees, members, officersagents (except the Applicant), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency Village or any other person or entity to be indemnified.
Appears in 3 contracts
Samples: Escrow, Hold Harmless & Insurance Agreement, Escrow, Hold Harmless & Insurance Agreement, Escrow, Hold Harmless & Insurance Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, officers, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses expense incurred in defending any suits or actions which may arise as a result of any of the foregoing; provided that any such liability of the Agency does not arise from, relate to, or result from the negligence or willful misconduct of the Agency or any of its executive director, directors, officers, members, employees, agents (except the Company), representatives, successors and assigns. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 2 contracts
Samples: Agent Agreement, Agent Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, any and all all
(i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agent Agreement unless caused by the gross negligence or willful misconduct of the Agency or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiring, constructing, rehabilitating, renovating, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 2 contracts
Samples: Agent and Financial Assistance and Project Agreement, Agent and Financial Assistance and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, any and all all
(i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agent Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiring, constructing, rehabilitating, renovating, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 2 contracts
Samples: Agent and Financial Assistance and Project Agreement, Agent and Financial Assistance and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including including, without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses actually incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 2 contracts
Samples: Project Agreement, Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Overall Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Overall Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Overall Equipment or of the Overall Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 2 contracts
Samples: Master Uniform Project Agreement, Master Uniform Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, any and all all
(i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Financial Assistance Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
3. This Financial Assistance Agreement may be executed in any number of counterparts each of which shall be deemed an original, but which together shall constitute a single instrument.
4. All notices, claims and other communications hereunder shall be in writing and shall be deemed to be duly given if personally delivered or mailed first class, postage prepaid, or by a nationally recognized overnight courier, addressed as follows: To the Agency: Erie County Industrial Development Agency 00 Xxxxx Xxxxxx, Xxxxx 000 Xxxxxxx, Xxx Xxxx 00000 Attn: Chief Executive Officer With a copy to: Xxxxxx Beach PLLC 000 Xxxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, Xxx Xxxx 00000 Attn: Xxxxxx X. Xxxxxx, Xxx. To the Company: OAHS Tonawanda TC LLC c/x Xxxxxx Affordable Housing Solutions LLC 000 Xxxxxx Xxxxxx Englewood Cliffs, New Jersey 07632 Attn: Xxx Xxxxxxxx, Manager RJ MT OAHS Tonawanda TC L.L.C. c/x Xxxxxxx Xxxxx Affordable Housing St. Petersburg, Florida 33716 Attention: Xxxxxx X. Xxxxx, President With a copy to: Xxxxxx Xxxxxx & Xxxxx LLP 000 Xxxxxxxx Xxxxxx, Xxxxx 000 Xxxxxxx, Xxx Xxxx 00000 Attn: Xxxxxxx X. Xxxxxx, Esq. Xxxxx Xxxxxxx LLP 00 Xxxx 00xx Xxxxxx New York, New York 10036 Attn: Xxxxx X. Xxxxxx, Xxx Xxxxx Xxxxxx LLP 0000 X Xxxxxx XX – Xxxxx 000 Xxxxxxxxxx, XX 00000 Attention: Xxxxx Xxxxxxxx, Esq. or at such other address as any party may from time to time furnish to the other party by notice given in accordance with the provisions of this Section. All notices shall be deemed given when mailed or personally delivered in the manner provided in this Section.
5. This Financial Assistance Agreement shall be governed by, and all matters in connection herewith shall be construed and enforced in accordance with, the laws of the State of New York applicable to agreements executed and to be wholly performed therein and the parties hereto hereby agree to submit to the personal jurisdiction of the Federal or state courts located in Erie County, New York.
6. All warranties, representations, and covenants made by the Company herein shall be deemed to have been relied upon by the Agency and shall survive the delivery of this Financial Assistance Agreement to the Agency, and termination of this Financial Assistance Agreement, regardless of any investigation made by the Agency. The obligations of the Company under this Financial Assistance Agreement shall be absolute and unconditional and shall remain in full force and effect until two years following the Project completion date.
7. By executing this Financial Assistance Agreement, the Company covenants and agrees to pay all fees, costs and expenses incurred by the Agency for (a) legal services, including but not limited to those provided by the Agency’s general counsel or bond/transaction counsel,
Appears in 1 contract
Samples: Financial Assistance Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its c11ief executive directorofficer, executive director directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns harmless and personal representatives xxxxxxxx from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project thls Master Development and Agent Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, demolition, rehabilitating, constructing, equippingrenovation, owning and leasing equipping of the Equipment or of the Project FacilityProject, including without limiting lin1iting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which wruch may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective c11ief executive officer, executive director, directors, officers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.. 603 70-00 I v7
Appears in 1 contract
Hold Harmless Provision. (a) The Company hereby releases the Agency and its members, officers, agents, servants and employees from, agrees that the Agency and its members, officers, agents, servants and employees shall not be liable for, for and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employeesagents, agents (other than the Company), representatives, successors servants and assigns employees harmless from and against, against any and all (i) liability for loss or damage to property Property or injury to or death of any and all persons that may be occasioned occasioned, directly or indirectly, by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence of any Person or Property on, in or about the Project Facility or breach by the Company of this Project Agreement or and/or (ii) liability occasioned directly or indirectly from the violation, or alleged violation, of any environmental law, rule or regulation with respect to the Project Facility and/or (iii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, (A) any sales or use taxes which are or may be payable with respect to goods supplied or services rendered with respect to the Project Facility, and (B) all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault , provided that any such losses, damages, liabilities or negligence on the part expenses of the AgencyAgency are not incurred or do not result from the intentional, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part or willful wrongdoing of the Agency or any of its members, officers, agents, servants or employees.
(b) In the event of any claim against the Agency or its officers, members, agents, servants or employees by any employee of the Company or any contractor of the Company or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the obligations hereunder shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the Company or such contractor under worker's compensation, disability benefits or other person or entity employee benefit acts.
(c) To effectuate the provisions of this Section 8.2, the Company shall provide for and insure, in the liability policies required in Section 6.4(b) hereof, its liabilities assumed pursuant to be indemnifiedthis Section 8.2.
(d) Notwithstanding any other provision of this Agreement, the obligations of the Company pursuant to this Section 8.2 shall remain in full force and effect after the termination of this Agreement.
Appears in 1 contract
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agent Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiring, constructing, rehabilitating, renovating, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Financial Assistance and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, members employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or the Premises or arising by reason of or in connection with the occupation occupation, or the use thereof or the presence on, in or about the Project Facility or Premises or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiring, rehabilitating, constructing, renovation, equipping, owning and leasing of the Equipment Project or of the Project FacilityPremises, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents (except the Company) or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to any loss, liability or claim arising solely from the willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified. The provisions of this Section 9 and the obligations of the Company hereunder shall survive any termination of this Agreement.
Appears in 1 contract
Samples: Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property prope1iy or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement Agreement; or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, renovating, installing, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities inde11111ities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part pari of the Agency or any other person or entity to be indemnifiedindenmified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees and agree that the Agency shall not be liable for, and agrees agree to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, any and all all
(i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, . officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns harmless and personal representatives harm'tess from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement Agreement; or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, renovating, installing, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Rental Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Rental Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Rental Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Uniform Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, members employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or the Premises or arising by reason of or in connection with the occupation occupation, or the use thereof or the presence on, in or about the Project Facility or Premises or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiring, rehabilitating, constructing, renovation, equipping, owning and leasing of the Equipment Project or of the Project FacilityPremises, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents (except the Company) or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to any loss, liability or claim arising solely from the willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified. The provisions of this Section 9 and the obligations of the Company hereunder shall survive a termination of this Agreement.
Appears in 1 contract
Samples: Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all of the following, to the extent caused by the Company, its employees, contractors or agents: (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including including, without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective· successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death <xxx.xx of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement Agreement; or (ii) liability arising from or expense incurred by the Agency's financingreconstructing, acquiringrenovating, constructingrehabilitating, installing, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including including, without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents (other than the Company) or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its chief executive officer, executive director, directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the 2014 Project Facility or arising by reason of or in connection co1mection with the occupation or the use thereof or the presence of such persons on, in or about the 2014 Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's (i) financing, acquiring, constructing, equippingreconstructing, owning renovating, rehabilitating, installing and equipping of the 2014 Project; and (ii) the leasing of the Equipment or of 2014 Project to the Project FacilityCompany, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective chief executive officer, executive director, directors, officers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agent Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, rehabilitating, renovating, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, officers, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' ’ fees and any other expenses expense incurred in defending any suits or actions which may arise as a result of any of the foregoing; provided that any such liability of the Agency does not arise from, relate to, or result from the gross negligence or willful misconduct of the Agency or any of its executive director, directors, officers, members, employees, agents (except the Company), representatives, successors and assigns. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including including, without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, officers, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all all
(i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's ’s financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting limitation the generality of the foregoing, all causes of action and reasonable attorneys' attorney’s fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified. The Company shall not permit to stand, and will, at its own expense, take all steps reasonably necessary to remove (or bond the same if acceptable to the Agency and its counsel), any mechanics’ or other liens against the Facility for labor or materials furnished in connection with the acquisition, construction and equipping of the Facility. The Company shall forever defend, indemnify and hold the Agency, its members, officers, employees and agents, and anyone for whose acts or omissions the Agency or any of them may be liable, harmless from and against costs, losses, expenses, claims, damages and liabilities of whatever kind or nature arising, directly or indirectly, out of or based on labor, services, materials and supplies, including equipment, order or used in connection with the acquisition, construction and equipping of the Facility or arising out of any contract or other arrangement therefor (and including any expenses incurred by the Agency in defending any claims, suits or actions which may arise as a result of the foregoing), whether such claims or liabilities arise as a result of the Company acting as agent for the Agency pursuant to this Agreement or otherwise. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective members, directors, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified. The defense and indemnities provided for in this Section shall apply whether or not the claim, liability, cause of action or expense is caused or alleged to be caused, in whole or in part, by the activities, acts, fault or negligence of the Agency, its members, officers, employees and agents, any under the direction and control of any of them (together, the Agency’s “affiliates”), or anyone for whose acts or omissions the Agency or any of them may be liable, and whether or not based upon breach of a statutory duty or obligation or any theory or rule of comparative or apportioned liability, subject only to any specific prohibition relating to the scope of indemnities imposed by statutory law.
Appears in 1 contract
Samples: Agency Project Agreement
Hold Harmless Provision. The Company Corporation hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the CompanyCorporation), representatives, successors and assigns harmless from and against, any and all all
(i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company Corporation of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Uniform Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Non-Rental Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Non-Rental Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Non-Rental Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Uniform Project Agreement
Hold Harmless Provision. The Company 199 PCL and Amherst 203 APL each hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees agrees, to the fullest extent permitted by law, to indemnify, defend and hold the Agency and its executive director, directors, members, officers, members employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or the Premises or arising by reason of or in connection with the occupation occupation, or the use thereof or the presence on, in or about the Project Facility or Premises or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, rehabilitating, constructing, renovation, equipping, owning and leasing of the Equipment Project or of the Project FacilityPremises, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The To the fullest extent permitted by law, the foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents (except the Company) or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to any loss, liability or claim arising solely from the willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified. The provisions of this Section 9 and the obligations of the Company hereunder shall survive a termination of this Agreement.
Appears in 1 contract
Samples: Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, members employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiringrehabilitating, constructingrenovation, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, agents (other than the Company), representatives, successors and assigns harmless from and against, any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, on or in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including including, without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive director, directors, members, officers, agents or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to intentional wrongdoing, willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, renovating, installing, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned apporiioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, meinbers, agents (other than except the Company), representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Waterpark Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Waterpark Project Facility or breach by the Company of this Project Agreement Agreement; or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project FacilityWaterpark Project, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement Agreement; or (ii) liability arising from or expense incurred by the Agency's financingreconstructing, acquiringrenovating, constructingrehabilitating, installing, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agreement Agreement; or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive director, directors, members, officers, employees, members, agents (other than except the Company), representatives, their respective successors and assigns and personal representatives harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any ofany and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project ofthis Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, installing, equipping, owning and leasing of the Equipment or of the Project FacilityProject, including without limiting the generality generality· of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses expense, incurred in defending any suits or actions which may arise as a result of any of the ofthe foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directordirectors, directorsofficers, employees, members, officersagents (except the Company), agents or employees and representatives, their respective successors and assigns and personal representatives and irrespective of the breach of a statutory obligation or the application of any ofany rule of comparative ofcomparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the ofthe Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent and Project Agreement
Hold Harmless Provision. The Company Company, jointly and severally, hereby releases the Agency from, agrees that the Agency shall not be liable for, and agrees to indemnify, defend and hold the Agency and its executive directorPresident/CEO, directors, officers, members, officers, employees, agents (other than except the Company), representatives, successors and assigns harmless from and against, against any and all (i) liability for loss or damage to property or injury to or death of any and all persons that may be occasioned by any cause whatsoever pertaining to the Project Facility or arising by reason of or in connection with the occupation or the use thereof or the presence on, in or about the Project Facility or breach by the Company of this Project Agent Agreement or (ii) liability arising from or expense incurred by the Agency's financing, acquiring, constructing, equipping, owning and leasing of the Equipment or of the Project Facility, including without limiting the generality of the foregoing, all causes of action and reasonable attorneys' fees and any other expenses incurred in defending any suits or actions which may arise as a result of any of the foregoing. The foregoing indemnities shall apply notwithstanding the fault or negligence on the part of the Agency, or any of its respective executive directormembers, directors, members, officers, agents (except the Company) or employees and irrespective of the breach of a statutory obligation or the application of any rule of comparative or apportioned liability, except that such indemnities will not be applicable with respect to willful misconduct or gross negligence on the part of the Agency or any other person or entity to be indemnified.
Appears in 1 contract
Samples: Agent Agreement