Indemnification Against Third-Party Claims. Seller shall indemnify, defend, and hold harmless Company, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Company Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, or under common ownership and/or control with, Company relating to (i) Seller's development, permitting, construction, ownership, operation and/or maintenance of the Facility or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller Party, except as and to the extent that such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Party.
Appears in 5 contracts
Samples: Power Purchase Agreement, Power Purchase Agreement, Power Purchase Agreement
Indemnification Against Third-Party Claims. Seller Company shall indemnify, defend, and hold harmless CompanySupplier, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, including but not limited to contractors, subcontractors and the their employees of any of them (collectively referred to as an "collectively, “Indemnified Company Supplier Party"”), from and against any Losses suffered, incurred or sustained by any Indemnified Company Supplier Party due or to which any Indemnified Supplier Party becomes subject, resulting from, arising out of, or relating to any Claim by a third party not controlled by or under common ownership and/or control with Supplier (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, or under common ownership and/or control with, Company relating to (i) Seller's development, permitting, construction, ownership, operation and/or maintenance of the Facility or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller PartyCompany, except as and to the extent that any such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Supplier Party.
Appears in 2 contracts
Samples: Grid Services Purchase Agreement, Grid Services Purchase Agreement
Indemnification Against Third-Party Claims. Seller Company shall indemnify, defend, and hold harmless CompanySeller, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, including but not limited to contractors, subcontractors and the their employees of any of them (collectively referred to as an "Indemnified Company Seller Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Company Seller Party or to which any Indemnified Seller Party becomes subject, resulting from, arising out of, or relating to, due to any Claim by a third party not controlled by or under common ownership and/or control with Seller (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, or under common ownership and/or control with, Company relating to (i) Seller's development, permitting, construction, ownership, operation and/or maintenance of the Facility or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller Company Party, except as and to the extent that any such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Seller Party.
Appears in 2 contracts
Samples: Power Purchase Agreement (Hawaiian Electric Co Inc), Power Purchase Agreement
Indemnification Against Third-Party Claims. Seller Subscriber Organization shall indemnify, defend, and hold harmless Company, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Company Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, or under common ownership and/or control with, Company relating to (i) SellerSubscriber Organization's development, permitting, construction, ownership, operation and/or maintenance of the Facility and Company-Owned Interconnection Facilities (excluding the ownership, operation and/or maintenance of the Company- Owned Interconnection Facilities following the Transfer Date); or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller Subscriber Organization Party, except as and to the extent that such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Party.
Appears in 1 contract
Samples: Power Purchase Agreement
Indemnification Against Third-Party Claims. Seller shall indemnify, defend, and hold harmless Company, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Company Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, or under common ownership and/or control with, Company relating to to
(i) Seller's development, permitting, construction, ownership, operation and/or maintenance of the Facility or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller Party, except as and to the extent that such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Party.Party.
Appears in 1 contract
Samples: Power Purchase Agreement
Indemnification Against Third-Party Claims. Seller shall indemnify, defend, and hold harmless Company, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Company Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, or under common ownership and/or control with, Company relating to to
(i) Seller's development, permitting, construction, ownership, operation and/or maintenance of the Facility or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller Party, except as and to the extent that such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Party.
Appears in 1 contract
Samples: Power Purchase Agreement
Indemnification Against Third-Party Claims. Seller Company shall indemnify, defend, and hold harmless CompanySubscriber Organization, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Company Subscriber Organization Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Company Subscriber Organization Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, by or under common ownership and/or control with, Company with Subscriber Organization relating to (i) Seller's development, permitting, construction, the ownership, operation and/or maintenance of the Facility or Company-Owned Interconnection Facilities following the Transfer Date, and (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller Company Party, except as and to the extent that any such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Subscriber Organization Party.
Appears in 1 contract
Samples: Power Purchase Agreement
Indemnification Against Third-Party Claims. Seller Subscriber Organization shall indemnify, defend, and hold harmless Company, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Company Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by, or under common ownership and/or control with, Company relating to (i) SellerSubscriber Organization's development, permitting, construction, ownership, operation and/or maintenance of the Facility and Company-Owned Interconnection Facilities (excluding the ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date); or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Seller Subscriber Organization Party, except as and to the extent that such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Company Party.
Appears in 1 contract
Samples: Power Purchase Agreement