INDEMINITY. You indemnify and hold Komatsu, its related bodies corporate and employees, harmless from and against any and all claims, demands, proceedings, losses and damages (actual, special and consequential) of every kind and nature, known and unknown, including reasonable legal fees, made by any third party due to or arising out of Your breach of these Terms of Use or Your breach of any law or the rights of a third party.
INDEMINITY. The Corporation shall indemnify its directors, officers and employees as follows: Every director, officer, or employee of the Corporation shall be indemnified by the Corporation against all expenses and liabilities, including counsel fees, reasonably incurred by or imposed upon him/her in connection with any proceeding to which he/she may be made a party, or in which he/she may become involved, by reason of being or having been a director, officer, employee or agent of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of the Corporation, partnership, joint venture, trust or enterprise, or any settlement thereof, whether or not he/she is a director, officer, employee or agent at the time such expenses are incurred, except in such cases wherein the director, officer, employee or agent is adjudged guilty of willful misfeasance or malfeasance in the performance of his/her duties; provided that in the event of a settlement the indemnification herein shall apply only when the Board of Directors approves such settlemen and reimbursement as being for the best interests of the Corporation. The Corporation shall provide to any person who is or was a director, officer, employee or agent of the Corporation or is or was serving at the request of the Corporation -as a director, officer, employee or agent of the corporation, partnership, joint venture, trust or enterprise, the indemnity against expenses of a suit, litigation or other proceedings which is specifically permissible under applicable law. The Board of Directors may, in its discretion, direct the purchase of liability insurance by way of implementing the provisions of this Article.
INDEMINITY. RESIDENT ASSUMES COMPLETE AND SOLE RESPONSIBILTIY AND LIABILITY FOR ANY AND ALL INJURY OR DEATH TO PERSON, OR DAMAGE TO PROPERTY, REAL OR PERSONAL, DURING THE USE PERIOD, AND RESIDENT AGREES TO INDEMNIFY AND HOLD HARMLESS THE ASSOCIATION, ITS OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS FROM ANY AND ALL LOSSESS, DAMAGES, CLAIMS, DEMANDS, ACTIONS, SUITS OR PROCEEDINGS MADE AGAINST THE ASSOCIATION, ITS OFFICERS, DIRECTORS, EMPLOYEES AND /OR AGENTS ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF THE DESIGNATED RECREATIONAL FACILITIES BY RESIDENT, RESIDENT’S INVITEES, EMPOYEES, CONTRACTORS OR SUBCONTRACTORS, PROVIDED THAT THIS SHALL NOT OBLIGATE THE RESIDENT TO ANY LIABLITY FOR ANY GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE ASSOCIATION OR ITS AUTHORIZED AGENTS. THIS INDEMNITY SHALL ALSO INCLUDE ALL SUMS PAYABLE OR PAID BY THE ASSOCIATION FOR LEGAL FEES OR COURT COSTS. THE SELECTION OF LEGAL COUNSEL SHALL BE WITHIN THE SOLE AND ABSOLUTE DISCRESTION OF THE ASSOCIATION.
INDEMINITY. The Seller agrees to protect, defend, and indemnify the Buyer, its respective officers, directors, employees, and consultants from and against any and all claims, demands, losses, causes of action, liability and costs of every kind and nature arising out of or connected in any way with damage to property, personal injury, or death of the Buyer’s employees, or third parties alleged to have been caused by any negligent act or willful misconduct of the Seller connected with the Product(s) and/or Services provided by the Seller. The Buyer agrees to protect, defend, and indemnify the Seller, its respective officers, directors, employees, and consultants from and against all claims, demands, losses, causes of action, liability and costs (including all legal costs and attorney fees) of every kind and nature arising out of or connected in any with damage to property, personal injury, or death of the Seller's employees or third parties alleged to have been caused by any negligent act or willful misconduct of the Buyer.
INDEMINITY. Upon signature of this agreement the training provider and beneficiary shall indemnify and hold harmless the SETA, its officers, employees and agents from and against any loss (including legal costs and expenses) or liability incurred or suffered by any person arising from any claim, demand, action or proceeding by any person where such loss or liability was caused by a willful, unlawful or negligent act or omission of the training provider, its employees, agents or subcontractors.
INDEMINITY. 20.1 Except where arising from the negligence of IPE Global or IPE Global's employees, the Sub- Consultant shall indemnify IPE Global in respect of any costs or damages howsoever arising out of or related to breach of warranty or representation, contract or statutory duty, or tortious acts or omissions by the Sub-Consultant or any claims made against IPE Global by third parties in respect thereof.
INDEMINITY. You will indemnify and keep indemnified us and our employees, contractors, affiliates or agents from and against any cost, expense, claim, action, suit, loss, damage or other amounts whatsoever arising out of any default, whether by your act or omission under this Agreement or anything lawfully done by us in accordance with this Agreement or by reason of us complying with any direction, request or requirement of an exchange or its clearing house or other regulatory authority. We shall not be responsible or liable in any way for any delay or error in the transmission or execution of any dealing by it under this Agreement caused by the client or any other third party, including but not limited to exchange system operational failure or action, bank delay, postal delay, failure or delay of any fax or electronic transmission or delay caused by accident, emergency or force majeure events. We make no representation or warranty as to the results of dealing in the financial products, and shall not be liable for any damage or loss suffered or incurred by you arising out of or in connection with any advice, forecast, or opinion to you in relation to price movements or positions or to the likely profitability of any transaction. Apart from any warranties and representations which are imposed by law and cannot be excluded, we make no warranties in relation to any service or information provided or made available to you in connection with this Agreement. To the full extent permitted by law, we exclude liability for all costs, expenses, damages and losses (including consequential loss) arising in connection with such services or information, or this Agreement (including, without limitation, liability for negligence).
INDEMINITY. Buyer shall defend, indemnify and hold Seller, its officers, directors, shareholders, agents and employees (severally and collectively, “Seller Indemnities”) harmless from and against all claims, demands, actions and causes of action, losses, costs damages, and liabilities (including reasonable legal fees and other out-of-pocket costs) (“Claims”) asserted against or incurred by and Seller indemnitee(s) in connection with: (a) Buyer’s negligence, willful misconduct or breach of this Agreement; (b) any alleged or actual infringement of any Intellectual Property Rights of any other person based in whole or in part Sellers modification or adaptation of Deliverables to meet specifications provided by or at the direction of Buyer; or (c) other acts or omissions of Buyer giving rise to Claims, including third party Claims against any Seller indemnitee(s) based in whole or in part on products sold or delivered by Buyer utilizing or incorporating Deliverables.
INDEMINITY. Each party hereby indemnifies and agrees to keep indemnified the other, from and against all direct claims, losses, liabilities, obligations, damages, expenses and costs brought against or suffered by the other or any of its respective officers, directors, employees, or agents, resulting from, arising out of or relating to:-
INDEMINITY. Dealer agrees to hold harmless, indemnify and defend Administrator and/or Representative against all claims, liability, damage, costs, expenses or attorney fees caused by any act or omission written/oral or otherwise of Dealer and/or Dealer's agents, employees or representatives related to the acceptance of any Program application or vehicle that does not meet the requirements of the Program, or a customer registration form that is not reported and/or paid with good funds to Administrator as required per this entire Agreement under Section 4 of this Agreement, or any act which is the result of any negligent, fraudulent or intentional act or failure of Dealer or Dealer's agents, employees or representatives, including but not limited to failure to follow Administrator's eligibility, underwriting and procedural guidelines. Administrator at their sole discretion can refuse to accept any Program application from Dealer.
