Common use of Indemnification of Landlord Clause in Contracts

Indemnification of Landlord. Tenant shall indemnify and hold harmless Landlord (and any officer, director, employee, advisor, partner or shareholder of Landlord) in respect of, and, at Landlord's request, shall defend any action, cause of action, suit, debt, cost, expense (including without limitation reasonable attorneys' fees), claim or demand whatsoever brought or asserted by any third person whomsoever, at law or in equity, arising by reason of: (i) liabilities stemming from general corporate matters of Tenant or its Affiliates, to the extent the same are not directly and primarily related to the Retirement Community; (ii) infringement and other claims relating to the Tenant's use of the proprietary marks of Landlord; (iii) if Tenant fails to maintain, if the Operating Agreement is not in effect, or if the Operating Agreement is in effect, fails to use commercially reasonable efforts to cause Operator to maintain, insurance coverage that it is required to maintain pursuant to this Agreement, the excess of the amount of any liability or loss that would have been covered over the amount of any applicable deductible; and (iv) the bad faith or willful misconduct of Tenant or its Affiliates, or any of their employees, servants or agents or other persons for whom they are responsible, result in a claim for bodily injury, death or property damage occurring on, in or in conjunction with the business of the Retirement Community, to the extent that such claim exceeds the insurance proceeds (including Insurance Retention) which are available to pay such claim.