INDEMNIFICATION BY BPA. (1) To the extent allowed under the Federal Tort Claims Act, BPA shall release and indemnify, defend, and hold harmless XXX and each of its directors, officers, agents, representatives, subcontractors, and employees (the "XXX Indemnitees") from and against any and all claims for injury to or death of a person, including an employee of BPA or an XXX Indemnity, or for loss of or damage to property resulting directly or indirectly from BPA's performance or nonperformance of this Agreement, except to the extent that such claim is the result of the gross negligence or willful misconduct of a XXX Indemnity. In no event shall BPA be required to indemnify XXX Indemnities against claims against XXX by customers of XXX or others doing business with XXX. (2) If gross negligence or willful misconduct of an XXX Indemnity has contributed to a claim, BPA shall not be obligated to indemnify the XXX Indemnitees for the proportionate share of such claims caused by such negligence or willful misconduct. XXX shall have the right, at its own cost, Contract No. 97TX-10072 to retain counsel, to monitor, or participate in the defense of any claim that is covered by BPA's indemnity hereunder.
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Samples: License Agreement (Electric Lightwave Inc), License Agreement (Electric Lightwave Inc)
INDEMNIFICATION BY BPA. (1) To the extent allowed under the Federal Tort Claims Act, BPA shall release and indemnify, defend, and hold harmless XXX and each of its directors, officers, agents, representatives, subcontractors, and employees (the "XXX Indemnitees") from and against any and all claims for injury to or death of a person, including an employee of BPA or an XXX Indemnity, or for loss of or damage to property resulting directly or indirectly from BPA's performance or nonperformance of this Agreement, except to the extent that such claim is the result of the gross negligence or willful misconduct of a a, XXX Indemnity. In no event shall BPA be required to indemnify XXX Indemnities against claims against XXX by customers of XXX or others doing business with XXX.
(2) If gross negligence or willful misconduct of an XXX Indemnity has contributed to a claim, BPA shall not be obligated to indemnify the XXX Indemnitees for the proportionate share of such claims caused by such negligence or willful misconduct. XXX shall have the right, at its own cost, Contract No. 97TX-10072 to retain counsel, to monitor, or participate in the defense of any claim that is covered by BPA's indemnity hereunder.
Appears in 2 contracts
Samples: License Agreement (Electric Lightwave Inc), License Agreement (Electric Lightwave Inc)
INDEMNIFICATION BY BPA. (1) To the extent allowed under the Federal Tort Claims Act, BPA shall release and indemnify, defend, and hold harmless XXX and each of its directors, officers, agents, representatives, subcontractors, and employees (the "XXX Indemnitees") from and against any and all claims for injury to or death of a person, including an employee of BPA or an XXX Indemnity, or for loss of or damage to property resulting directly or indirectly from BPA's performance or nonperformance of this Agreement, except to the extent that such claim is the result of the gross negligence or willful misconduct of a XXX Indemnity. In no event shall BPA be required to indemnify XXX Indemnities against claims against XXX by customers of XXX or others doing business with XXX.
(2) If gross negligence or willful misconduct of an XXX Indemnity has contributed to a claim, BPA shall not be obligated to indemnify the XXX Indemnitees for the proportionate share of such claims caused by such negligence or willful misconduct. XXX shall have the right, at its own cost, Contract No. 97TX-10072 to retain counsel, to monitor, or to participate in the defense of any claim that is covered by BPA's indemnity hereunder.
Appears in 1 contract
INDEMNIFICATION BY BPA. (1) To the extent allowed under the Federal Tort Claims Act, BPA shall release and indemnify, defend, and hold harmless XXX and each of its directors, officers, agents, representatives, subcontractors, and employees (the "XXX Indemnitees") from and against any and all claims for injury to or death of a person, including an employee of BPA or an XXX IndemnityIndemnitee, or for loss of or damage to property resulting directly or indirectly from BPA's performance or nonperformance of this Agreement, except to the extent that such claim is the result of the gross negligence or willful misconduct of a XXX IndemnityIndemnitee. In no event shall BPA be required to indemnify XXX Indemnities against claims against XXX by customers of XXX or others doing business with XXX.
(2) If gross negligence or willful misconduct of an XXX Indemnity Indemnitee has contributed to a claim, BPA shall not be obligated to indemnify the XXX Indemnitees for the proportionate share of such claims caused by such negligence or willful misconduct. XXX shall have the right, at its own cost, Contract No. 97TX-10072 to retain counsel, to monitor, or to participate in the defense of any claim that is covered by BPA's indemnity hereunder.
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