Indemnification and Claims. (a) The GRANTEE shall indemnify the State against liability for any suits, actions, or claims of any character arising from or relating to the performance of the GRANTEE or its subcontractors under this Grant Agreement.
Indemnification and Claims. 19.1 To the fullest extent permitted by Applicable Law and except as specified otherwise elsewhere in this Agreement, PBF shall defend, indemnify and hold harmless MSCG, its Affiliates, and their Representatives, agents and contractors for and against any Liabilities which is caused by PBF or its Representatives, agents or contractors, in performing its obligations under this Agreement, except to the extent that such injury, disease, death, or damage to or loss of property was caused by the negligence or willful misconduct on the part of MSCG, its Representatives, agents or contractors.
Indemnification and Claims. 19.1 To the fullest extent permitted by Applicable Law and except as specified otherwise elsewhere in this Agreement, TRC shall defend, indemnify and hold harmless MSCG, its Affiliates, and their Representatives, agents and contractors for and against any Liabilities which is caused by TRC or its Representatives, agents or contractors, in performing its obligations under this Agreement, except to the extent that such injury, disease, death, or damage to or loss of property was caused by the negligence or willful misconduct on the part of MSCG, its Representatives, agents or contractors.
Indemnification and Claims. Section 5.01 SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS. The representations and warranties of the Contributors, the Manager and the REIT contained in this Agreement will survive until eighteen (18) months after the Closing Date, provided that the Contributor Fundamental Representations, the Manager Fundamental Representations and the REIT Fundamental Representations shall survive until the later of eighteen (18) months after the Closing Date or thirty (30) days after the expiration of the applicable statute of limitations with respect to the matters addressed in such representations. Notwithstanding the foregoing, a claim given in good faith in accordance with this Article V in respect of a representation or warranty on or prior to the date on which the representation or warranty ceases to survive shall not thereafter be barred by the expiration of the survival period, and may be pursued thereafter without regard to such expiration. Except as otherwise expressly provided in this Agreement, each covenant or agreement set forth in this Agreement shall survive without limit.
Indemnification and Claims. We agree to indemnify, hold harmless and reimburse each other Underwriter, their respective affiliates, directors, officers, employees, agents, counsel, representatives, and participants (collectively, "Underwriter Parties") to the extent, and upon the terms that we will agree, as one of the Underwriters, to indemnify, hold harmless and reimburse the Company, the Selling Securityholders, if any, and certain other persons pursuant to the Underwriting Agreement. This indemnity agreement shall remain in full force and effect regardless of any investigation made by or on behalf of such other Underwriter Parties or any statement made to the Commission as to the results thereof. In the event that at any time any person other than an Underwriter Party asserts a claim against one or more of the Underwriters or against you as Representative of the Underwriters arising out of an alleged untrue -8- statement or omission in the Registration Statement, any Preliminary Prospectus or the Prospectus or any amendment or supplement thereto or documents incorporated by reference therein or relating to any transaction contemplated by this Agreement, we authorize you to make such investigation, to retain such counsel for the Underwriters and to take such action in the defense of such claim as you may deem necessary or advisable. You may settle such claim with the approval of a majority in interest of the Underwriters. We will pay our proportionate share (based upon our underwriting obligation) of all expenses incurred by you, including the fees and expenses of counsel for the Underwriters, in investigating and defending against such claim and our proportionate share of the aggregate liability incurred by all Underwriters in respect of such claim after deducting any contribution or indemnification obtained pursuant to the Underwriting Agreement, or otherwise, from persons other than Underwriters, whether such liability is the result of a judgment against one or more of the Underwriters or the result of any such settlement. We and any other Underwriter may retain separate counsel at our own expense. A claim against or liability incurred by a person who controls an Underwriter shall be deemed to have been made against or incurred by such Underwriter. In the event of default by us in respect of our obligations under this Section, each non-defaulting Underwriter shall assume its proportionate share of our obligations without relieving us of our liability hereunder.
Indemnification and Claims. 19.1 To the fullest extent permitted by Applicable Law and except as specified otherwise elsewhere in this Agreement, DCRC shall defend, indemnify and hold harmless MSCG, its Affiliates, and their Representatives, agents and contractors for and against any Liabilities which is caused by DCRC or its Representatives, agents or contractors, in performing its obligations under this Agreement, except to the extent that such injury, disease, death, or damage to or loss of property was caused by the negligence or willful misconduct on the part of MSCG, its Representatives, agents or contractors.
Indemnification and Claims. The labour shall indemnify the Employer, for any loss or damage sustained by it due to the improper performance of the work by the Labour, under this agreement such loss sustained by the Employer may be recovered from the bills payable to the Labour under this agreement, should the above sums not sufficient to cover the full amount recoverable, the labour shall pay to the Employer on demand the balance amount. The Employer will have the right to appropriate and set off any sum of money payable to the labour under this agreement against any claim by the Employer against the labour should the above sums be not sufficient to cover the full amount of the claims, the labour shall pay the Employer on demand the balance amount due. The labour shall be responsible to any third party for any damage or injury caused to the misfeasance, nonfeasance, or malfeasance of the labour.
Indemnification and Claims. 6.1 Indemnification by the Company and the Stockholder. 33 6.2 Claims Against Indemnified Parties 34 6.3 Right of Offset 34 6.4 Indemnification by the Purchaser 34 6.5 Disclosure Generally 35 6.6 Acknowledgment by Purchaser 35 ARTICLE VII
Indemnification and Claims. 30 6.1 Survival of Representations and Warranties...................................30 6.2 Indemnification by the Sellers...............................................30 6.3
Indemnification and Claims. The County shall indemnify and defend the PUD, and hold the PUD harmless from and against any and all losses, liabilities, damages, claims, suits, actions, judgments, assessments, costs and expenses, including without limitation interest, penalties, attorney fees, any and all expenses incurred in investigating, preparing, or defending against any litigation, commenced or threatened, or any claim whatsoever, and any and all amounts paid in settlement of any claim or litigation asserted against, imposed on, or incurred or suffered by any of them, directly or indirectly, as a result of or arising from the negligent or wrongful acts or omissions of the County.
