Indemnification and Holding Harmless. Lessee agrees to defend, indemnify, reimburse, and hold harmless Lessor and its successors, assigns, directors, officers, employees and servants (hereinafter individually and collectively the "Indemnified Parties") from and against any and all claims, damages, losses, liabilities, demands, suits, judgments, causes of action, legal proceedings, penalties, fines, other sanctions and any costs and expenses in connection therewith, including but not limited to reasonable attorneys' fees and expenses (any and all of which are hereafter referred to as "Claims") that in any way result from or arise out of or in relation to: (a) the condition, manufacture, delivery under this Agreement, possession, return, disposition after an Event of Default, use or operation of the Aircraft either in the air or on the ground; (b) any defect in the Aircraft arising from the material or any article used therein or from the design, testing or use thereof, or from any maintenance, service, repair, overhaul or testing of the Aircraft, regardless of when such defect shall be discovered, and regardless of where the Aircraft may then be located; (c) any breach by, or noncompliance by Lessee with, any provision of this Agreement or any other agreement or document contemplated hereby or given or entered into by Lessee in connection herewith; or (d) any bodily injury suffered by any person, or any property damage suffered by any person or entity, in the course of or as a result of the use, operation, maintenance, service, repair, overhaul, testing, possession, delivery under this Agreement or return of the Aircraft. The foregoing indemnity shall not apply to (i) any Claim that constitutes a Permitted Lien, (ii) Claims for Taxes, it being agreed that Section 8 hereof (together with the Tax Indemnity Agreement) represents Lessee's entire obligation with respect to Taxes, (iii) Claims attributable to the negligence or wilful misconduct of any Indemnified Party, (iv) Claims attributable to any misrepresentation by any Indemnified Party herein or in any agreement or document delivered by it in connection herewith or (v) Claims attributable to acts or events occurring before the Delivery Date or following Expiration or Termination of this Agreement and the re-delivery of the Aircraft to Lessor (unless any of such events after re-delivery of the Aircraft are attributable to acts (or a failure to act) on the part of Lessee prior to such re-delivery).
Indemnification and Holding Harmless. 5.8.5.1 CSEA agrees to reimburse the District, its officers and agents for reasonable attorney’s fees and legal costs incurred after notice to CSEA in defending against any court or administrative action challenging the legality of the organizational security provisions of the agreement or implementation thereof.
Indemnification and Holding Harmless. 19.1 OMI shall defend, indemnify and forever hold and save the CITY, its elected officials and employees harmless against any and all suits, causes of action, claims, liabilities, damages, losses, and reasonable attorney’s fees and all other expenses of any kind from any source which may arise out of this Agreement or any amendment hereto, to the extent caused by the negligent act, error, or omission, or intentional act, error or omission of OMI, its officers, employees, servants or agents. OMI further agrees that it guarantees regulatory compliance, provided the flows and loadings to facilities are within the established design criteria for the facility (either water or wastewater). As such, OMI shall be responsible for any regulatory fines, violations or actions that result from regulatory violations when the influent flow & loadings are with design parameters, with the exception of violations resulting from force majeure events or violations resulting from or contributed to by the acts of a third party who is not within the control of OMI.
Indemnification and Holding Harmless. Both Parties agree not to purport to bind each other to any obligations not assumed herein unless either party has express written authority to do so, and then only within the strict limits of that authority.
Indemnification and Holding Harmless. You agree to unconditionally release, indemnify, defend and hold harmless us, the Bank and our respective Related Persons (defined following) for any Claim arising from or related to: (a) us, our affiliates or the Bank providing the Service, or accepting or processing a transaction or instruction from you, your authorized person or on your behalf related to the Service or otherwise consistent with this Agreement, (b) us, our affiliates or the Bank paying a tax, interest or penalty for which you are liable or for which we or the Bank otherwise have no responsibility, (c) us, our affiliates or the Bank taking any action permitted by this Agreement, including defending against a Claim, (d) you breaching this Agreement or a representation or warranty you give, (e) you claiming against a Card Network or payment network relating to the Service or a transaction, (f) you, us, our affiliates or the Bank incurring fees, fines or penalties arising from you breaching legal requirements, Card Network Rules or NACHA Rules, (g) you or anyone else using the Service with your access credentials, and (h) a third party claim. “Related Persons” are past, present and future direct and indirect parents and affiliates and any authorized person, director, officer, employee, manager, partner, shareholder, beneficial owners, insurer, service provider, agent or attorney, including all successors, subrogees and assigns. This indemnification does not apply to any Claim to the extent it is directly caused by our or the Bank’s negligence, recklessness or willful misconduct. Indemnity obligations in this Agreement remain in force after termination of the Service or this Agreement.
Indemnification and Holding Harmless. 3.1.9.1 LCFA agrees to reimburse the District, its officers and agents for reasonable attorney’s fees and legal costs incurred after notice to LCFA in defending against any court or administrative action challenging the legality of the organizational security provisions of the agreement or implementation thereof.
Indemnification and Holding Harmless. 3.1.9.1 The Association fully indemnifies and holds harmless the District for dues deducted under this Article. The hold harmless provision shall apply to any claims made by an employee or an individual or organization on the employee’s behalf for payroll deductions made by the District based on information provided by the Association regarding the authorization of individual employees for payroll deductions. .
