Common use of INDEMNIFICATION BY BPA Clause in Contracts

INDEMNIFICATION BY BPA. Subject to Clause 26.5, the Client shall indemnify and keep indemnified Exult Supplier, the Exult Participating Affiliates and its and their respective officers, directors, employees, agents, successors and assigns (each, an "Indemnified Exult Party") from and against any and all Losses arising in connection with this Agreement from any of the following: 26.2.1 a claim by an Exult Third Party arising from the death or illness of or personal injury to any Exult Third Party or from any damage to any real or tangible personal property of any Exult Third Party arising directly from and to the extent of the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees, officers, agents, or subcontractors; 26.2.2 a claim by an Exult Third Party arising from the death or illness of or personal injury to any employee of the Client, or of a Participating Affiliate or to any employee of their respective agents or subcontractors or arising from any damage to any real or tangible personal property of any employee of the Client or of, a Participating Affiliate or of any employee of their respective agents or subcontractors, in each case, notwithstanding that such claim arose from the negligence of an Indemnified Exult Party; 26.2.3 a claim by a third party other than an Exult Affiliate to an Exult Third Party Contract where such claim arises in connection with a breach of the Client's or Participating Affiliate's obligations under or relating to such Exult Third Party Contract assumed by the Client or the relevant Participating Affiliate pursuant to obtaining consents in respect of such Exult Third Party Contract obtained on the termination or expiry of the relevant Country Agreement; 26.2.4 a claim by an Exult Third Party arising from and directly connected with the breach of any law, rule, regulation or order, where such breach arises directly from the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees; and 26.2.5 a claim by an Exult Third Party where such Exult Third Party: (i) is an employee or former employee of the Client or of a BPA Affiliate

INDEMNIFICATION BY BPA. Subject to Clause 26.5, the Client shall indemnify and keep indemnified Exult Supplier, the Exult Participating Affiliates and its and their respective officers, directors, employees, agents, successors and assigns (each, an "Indemnified Exult Party") from and against any and all Losses arising in connection with this Agreement from any of the following: 26.2.1 a claim by an Exult Third Party arising from the death or illness of or personal injury to any Exult Third Party or from any damage to any real or tangible personal property of any Exult Third Party arising directly from and to the extent of the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees, officers, agents, or subcontractors; 26.2.2 a claim by an Exult Third Party arising from the death or illness of or personal injury to any employee of the Client, or of a Participating Affiliate or to any employee of their respective agents or subcontractors or arising from any damage to any real or tangible personal property of any employee of the Client or of, a Participating Affiliate or of any employee of their respective agents or subcontractors, in each case, notwithstanding that such claim arose from the 38 144 negligence of an Indemnified Exult Party; 26.2.3 a claim by a third party other than an Exult Affiliate to an Exult Third Party Contract where such claim arises in connection with a breach of the Client's or Participating Affiliate's obligations under or relating to such Exult Third Party Contract assumed by the Client or the relevant Participating Affiliate pursuant to obtaining consents in respect of such Exult Third Party Contract obtained on the termination or expiry of the relevant Country Agreement; 26.2.4 a claim by an Exult Third Party arising from and directly connected with the breach of any law, rule, regulation or order, where such breach arises directly from the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees; and 26.2.5 a claim by an Exult Third Party where such Exult Third Party: (i) is an employee or former employee of the Client or of a BPA Affiliate

INDEMNIFICATION BY BPA. 39 42 Subject to Clause 26.5, the Client shall indemnify and keep indemnified Exult Supplier, the Exult Participating Affiliates and its and their respective officers, directors, employees, agents, successors and assigns (each, an "Indemnified Exult Party") from and against any and all Losses arising in connection with this Agreement from any of the following: 26.2.1 a claim by an Exult Third Party arising from the death or illness of or personal injury to any Exult Third Party or from any damage to any real or tangible personal property of any Exult Third Party arising directly from and to the extent of the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees, officers, agents, or subcontractors; 26.2.2 a claim by an Exult Third Party arising from the death or illness of or personal injury to any employee of the Client, or of a Participating Affiliate or to any employee of their respective agents or subcontractors or arising from any damage to any real or tangible personal property of any employee of the Client or of, a Participating Affiliate or of any employee of their respective agents or subcontractors, in each case, notwithstanding that such claim arose from the negligence of an Indemnified Exult Party; 26.2.3 a claim by a third party other than an Exult Affiliate to an Exult Third Party Contract where such claim arises in connection with a breach of the Client's or Participating Affiliate's obligations under or relating to such Exult Third Party Contract assumed by the Client or the relevant Participating Affiliate pursuant to obtaining consents in respect of such Exult Third Party Contract obtained on the termination or expiry of the relevant Country Agreement; 26.2.4 a claim by an Exult Third Party arising from and directly connected with the breach of any law, rule, regulation or order, where such breach arises directly from the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees; and 26.2.5 a claim by an Exult Third Party where such Exult Third Party: (i) is an employee or former employee of the Client or of a BPA Affiliate to the extent such claim relates to the period such employee or former employee was employed by the Client or a BPA Affiliate (except to the extent that such claim is covered by the indemnity provisions set forth in Schedule J of this Agreement); (ii) is a beneficiary under any Client or BPA Affiliate employee related benefits plans, programmes or schemes to the extent that such claim relates to such plans, programmes or schemes; or (iii) has a fiduciary role or responsibility in relation to any the Client or BPA Affiliate's employee related benefit plans, programmes or schemes to the extent such claim relates to such role or responsibility,

INDEMNIFICATION BY BPA. Subject to Clause 26.5, the Client shall indemnify and keep indemnified Exult Supplier, the Exult Participating Affiliates and its and their respective officers, directors, employees, agents, successors and assigns (each, an "Indemnified Exult Party") from and against any and all Losses arising in connection with this Agreement from any of the following: 26.2.1 a claim by an Exult Third Party arising from the death or illness of or personal injury to any Exult Third Party or from any damage to any real or tangible personal property of any Exult Third Party arising directly from and to the extent of the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees, officers, agents, or subcontractors; 26.2.2 a claim by an Exult Third Party arising from the death or illness of or personal 153 injury to any employee of the Client, or of a Participating Affiliate or to any employee of their respective agents or subcontractors or arising from any damage to any real or tangible personal property of any employee of the Client or of, a Participating Affiliate or of any employee of their respective agents or subcontractors, in each case, notwithstanding that such claim arose from the negligence of an Indemnified Exult Party; 26.2.3 a claim by a third party other than an Exult Affiliate to an Exult Third Party Contract where such claim arises in connection with a breach of the Client's or Participating Affiliate's obligations under or relating to such Exult Third Party Contract assumed by the Client or the relevant Participating Affiliate pursuant to obtaining consents in respect of such Exult Third Party Contract obtained on the termination or expiry of the relevant Country Agreement; 26.2.4 a claim by an Exult Third Party arising from and directly connected with the breach of any law, rule, regulation or order, where such breach arises directly from the negligent act or omission of the Client, a Participating Affiliate or its and their respective employees; and 26.2.5 a claim by an Exult Third Party where such Exult Third Party: (i) is an employee or former employee of the Client or of a BPA Affiliate