Indemnification by Subcontractor. The Subcontractor agrees to hold harmless the state, all state officers and employees, ADHS, AHCCCSA and other appropriate state agencies, and all officers and employees of ADHS and AHCCCSA and all AHCCCS eligible persons in the event of nonpayment to the Subcontractor. The Subcontractor shall further indemnify and hold harmless the state, ADHS, AHCCCSA, other appropriate State agencies, AHCCCS contractors, and their agents, officers and employees against all injuries, deaths, losses, damages, claims, suits, liabilities, judgments, costs and expenses which may, in any manner, accrue against the State, ADHS, AHCCCSA or its agents, officers or employees, or AHCCCS contractors, through the intentional conduct, negligence or omission of the Subcontractor, its agent, officers or employees.
Indemnification by Subcontractor. The Subcontractor agrees to hold harmless the State, all State officers and employees, AHCCCSA and employees of AHCCCSA and all AHCCCS members in the event of nonpayment by the Contractor to the Subcontractor. The Subcontractor shall further indemnify and hold harmless the State and AHCCCSA, and their agents, officers and employees against all injuries, deaths, losses, damages, claims, suits, liabilities, judgments, costs and expenses which may in any manner accrue against the State or AHCCCSA, or their agents, officers or employees, through the intentional conduct, negligence or omission of the Subcontractor, its agents, officers, employees or Contractors.
Indemnification by Subcontractor. The Contractor agrees to hold harmless the state, all state officers and employees, AHCCCSA and other appropriate state agencies, and all officers and employees of AHCCCSA and all AHCCCS eligible persons in the event of nonpayment to the Contractor. The Contractor shall further indemnify and hold harmless the state, AHCCCSA, other appropriate state agencies, AHCCCS contractors, and their agents, officers and employees against all injuries, deaths, losses, damages, claims, suits, liabilities, judgments, costs and expenses which may, in any manner, accrue against the State, AHCCCSA or its agents, officers or employees, or AHCCCS contractors, through the intentional conduct, negligence or omission of the Contractor, its agent, officers or employees. Final Jun 6-01 Effective 7-01-01 Page 71 -------------------------------------------------------------------------------- [LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED of Southern Arizona SUBCONTRACT AGREEMENT Regional Behavioral CHILDREN SERVICES Health Authority The Providence Service Corporation ------------------------------------------------- CONTRACT NUMBER: A0108 FY 01/02 --------------------------------------------------------------------------------
Indemnification by Subcontractor. Subcontractor will indemnify and hold harmless Business Associate and any affiliate, officer, director, employee or agent of Business Associate from and against any penalties, claim, cause of action, liability, damage, cost or expense, including attorneys’ fees and court or proceeding costs, arising out of or in connection with any failure of Subcontractor to comply with HIPAA, the Privacy Rule, the Security Rule or the HITECH Act.
Indemnification by Subcontractor. Subcontractor will defend, indemnify and hold Client, and its directors, officers, employees, agents, and assigns (collectively, “Client Parties”), harmless against all claims, liabilities, losses, damages, and expenses any Client Party may suffer and which arise directly or indirectly from: (a) Subcontractor’s performance of the Services under or breach of this Agreement, (b) actions by Subcontractor that cause Client to be in breach of the Master Agreement, (c) any claims by employees, clients, subcontractors, suppliers, creditors, or other persons in a relationship with Subcontractor, (d) any claims of infringement, misappropriation, or otherwise by third parties regarding Work Product, or (e) any claims related to tax, insurance contributions, worker’ compensation law, or other laws applicable to Subcontractor. Subcontractor will have no obligation to indemnify any Client Party to the extent the liability is solely caused by such Client Party’s gross negligence or willful misconduct.
Indemnification by Subcontractor. Subcontractor shall indemnify, defend and hold harmless AMSC, its affiliates and each of their respective officers, directors, employees, agents, successors and permitted assigns from and against any claim, loss, damage, liability or expense (including reasonable attorney’s fees) arising out of any personal injury (including death) to or property damage experienced by any third party, including without limitation AMSC’s employees, subcontractors and independent contractors, as a result of: (i) death or bodily injury to the extent caused by Subcontractor, its subcontractors or any affiliate thereof; (ii) the gross negligence or willful and/or reckless acts or omissions of Subcontractor or of its employees or subcontractors in its performance of its obligations confidential treatment and have been filed separately with the Securities and Exchange Commission.
Indemnification by Subcontractor. Subcontractor shall indemnify, defend and hold harmless Contractor and its shareholders, partners, directors, officers, affiliates, employees and agents (the "Contractor Indemnified Parties") for, from and against any and all claims, actions, proceedings, costs, fines, assessments, penalties, damages and liabilities, including, without limitation, reasonable attorneys' fees, suffered or incurred by any of the Contractor Indemnified Parties arising out of any act or omission of Subcontractor and its employees or agents in the performance of work under the Master Contract from and after the date of this Subcontract.
Indemnification by Subcontractor. 1. The Subcontractor agrees to indemnify and hold harmless the State, its officers, agents and employees, and the Enrollees and their eligible dependents from any and all claims or losses accruing or resulting from its negligence in furnishing or supplying work, services, materials, or supplies in connection with the performance of this Subcontract Contract/Subcontract.
2. The Subcontractor agrees to indemnify and hold harmless the State, its officers, agents, and employees, and the Enrollees and their eligible dependents from liability deriving or resulting from its insolvency or inability or failure to pay or reimburse any other person, firm, or corporation furnishing or supplying work, services, materials, or supplies in connection with the performance of this Subcontractor Contract/Subcontract.
3. The Subcontractor agrees further that it will indemnify and hold harmless the State, its officers, agents, and employees, and the Enrollees and their eligible dependents from any and all claims for services for which the Subcontractor receives payment.
4. The Subcontractor agrees further to indemnify and hold harmless the State, its officers, agents and employees, and the Enrollees and their eligible dependents, from all claims, damages, and liability, including costs and expenses, for violation of any proprietary rights, copyrights, or rights of privacy arising out of the publication, translation, reproduction, delivery, performance, use, or disposition of any data furnished to it under this Subcontractor Contract/ Subcontract, or for any libelous or otherwise unlawful matter contained in such data that the Subcontractor inserts.
5. The Subcontractor shall indemnify the State, its officers, agents and employees, and the Enrollees and their eligible dependents from any injury, death, losses, damages, suits, liabilities judgments, costs and expenses and claim of negligence or willful acts or omissions of the Subcontractor, its officers, agents, and employees arising out of alleged violation of any State or federal law or regulation. The Subcontractor shall also indemnify and hold the State harmless from any claims of alleged violations of the Americans with Disabilities Act by the Subcontractor.
Indemnification by Subcontractor. Subcontractor agrees to indemnify, defend, and hold harmless Contractor Indemnified Parties from and against any and all Liabilities arising out of or relating to any allegation of infringement or the improper use of any Proprietary Interest which occur in connection with Subcontractor’s or any Subcontractor’s or vendor’s performance of the Work pursuant to this Agreement.
Indemnification by Subcontractor. Subcontractor shall indemnify, defend and hold harmless Contractor and its shareholders, partners, members, directors, officers, managers, affiliates, employees and agents (the “Contractor Indemnified Parties”) for, from and against any and all claims, actions, proceedings, costs, fines, assessments, penalties, damages, liabilities and expenses, including reasonable attorneys’ fees (collectively, “Losses”), suffered or incurred by any of the Contractor Indemnified Parties arising out of (i) any breach of a representation, warranty or covenant of Subcontractor under this Agreement, or (ii) any act or omission of Subcontractor in the performance of the Services from and after the date of this Agreement.
