Common use of Indemnification of Sponsor Clause in Contracts

Indemnification of Sponsor. The School agrees to indemnify, defend with competent counsel selected by the School and to hold the Sponsor, its members, officers, employees and agents, harmless from any and all claims, actions, costs, expenses, damages, and liabilities, including reasonable attorney’s fees, arising out of, connected with or resulting from: • the negligence, intentional wrongful act, misconduct or culpability of the School’s employees or other agents in connection with and arising out of their services within the scope of this Charter; • the School’s material breach of this Charter or law; • any failure by the School to pay its employees, contractors, suppliers or any subcontractors; • the failure of the School’s officers, directors or employees to comply with any laws, statutes, ordinances or regulations of any governmental authority or subdivision that apply to the operation of the School or the providing of educational services set forth in this Charter. However, the School shall not be obligated to indemnify the Sponsor against claims, damages, expenses or liabilities to the extent these may result from the negligence of the Sponsor, its members, officers, employees, subcontractors or others acting on its behalf. 6.1.1 The duty to indemnify for professional liability as insured by the School Leaders Errors and Omissions policy described in this Charter shall continue in full force and effect notwithstanding the expiration or early termination of this Charter with respect to any claims based on facts or conditions which occurred prior to termination. 6.1.2 In no way shall the School’s Errors and Omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured or for which the School should have been insured under Commercial General Liability Insurance, Automobile Liability Insurance or Employer’s Liability Insurance. 6.1.3 The School shall also indemnify, defend and protect and hold harmless against all claims and actions brought against the Sponsor by reason of any actual or alleged infringement of patent or other proprietary rights in any material, process, software, machine or appliance used by the School.

Indemnification of Sponsor. 1) The School agrees to indemnify, defend with competent counsel selected by the School indemnify and to hold harmless the Sponsor, its members, officers, employees and agents, harmless from any and all claims, actions, costs, expenses, damages, and liabilities, including reasonable attorney’s fees, arising out of, connected with or resulting from: • : a) the negligence, intentional wrongful act, misconduct or culpability of the School’s employees or other agents in connection with and arising out of their services within the scope of this Charter; • ; b) the School’s material breach of this Charter or law; • ; c) any failure by the School to pay its employees, contractors, suppliers suppliers, subcontractors, or any subcontractors; • other creditors; d) any failure by School to correct deficiencies found in casualty, safety, sanitation and fire safety inspections; e) the failure of the School’s officers, directors or employees to comply with any laws, statutes, ordinances or regulations of any governmental authority or subdivision that apply to the operation of the School or the providing of educational services set forth in this Charter. However, the School shall not be obligated to indemnify the Sponsor against claims, damages, expenses or liabilities to the extent these may result from the negligence of the Sponsor, its members, officers, employees, subcontractors or others acting on its behalf; and/or f) professional errors or omissions, or claims of errors or omissions, by the School employees, agents, or Board of Directors. 6.1.1 2) The School agrees to defend any and all such action using competent counsel, selected by the School, subject to Sponsor’s approval, which shall not be unreasonably withheld. 3) The duty to indemnify for professional liability as insured by the School Leaders Errors and Omissions policy described in this Charter shall continue in full force and effect notwithstanding the expiration expiration, nonrenewal or early termination of this Charter with respect to any claims based on facts or conditions which occurred prior to termination. 6.1.2 4) In no way shall the School’s Errors and Omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured or for which the School should have been insured under Commercial General Liability Insurance, Automobile Liability Insurance or Employer’s Liability Insurance. 6.1.3 5) The School shall also indemnify, defend and protect and hold the Sponsor harmless against all claims and actions brought against the Sponsor by reason of any actual or alleged infringement of patent or other proprietary rights in any material, process, software, machine or appliance used by the School, any failure of School to comply with provisions of the Individuals with Disabilities Education Act (IDEA), including failure to provide a Free Appropriate Public Education to an enrolled student or failure to furnish services provided for in a student’s individual education plan, and any violation by School of the Florida public records or open meetings laws. 6) The duty to indemnify described in this charter will continue in full force and effect notwithstanding the expiration, non-renewal or termination of the charter with respect to any claim arising out of this charter or the operation of the School for such time as any such claim shall not be barred by any applicable statute of limitation. The duty to indemnify for professional liability as insured by a School Leaders Errors and Omissions policy shall continue in full force and effect notwithstanding the expiration, nonrenewal, or termination of this charter with respect to any claims based on facts or conditions which occurred prior to the expiration, nonrenewal, or termination. In no way shall the School’s errors and omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured, or for which the School should have been insured under commercial general liability insurance, automobile liability insurance or employer’s liability insurance.

Indemnification of Sponsor. 1) The School agrees to indemnify, defend with competent counsel selected by the School indemnify and to hold harmless the Sponsor, its members, officers, employees and agents, harmless from any and all claims, actions, costs, expenses, damages, and liabilities, including reasonable attorney’s fees, arising out of, connected with or resulting from: • : a) the negligence, intentional wrongful act, misconduct or culpability of the School’s employees or other agents in connection with and arising out of their services within the scope of this Charter; • ; b) the School’s material breach of this Charter or law; • ; c) any failure by the School to pay its employees, contractors, suppliers suppliers, subcontractors, or any subcontractors; • other creditors; d) any failure by School to correct deficiencies found in casualty, safety, sanitation and fire safety inspections; e) the failure of the School’s officers, directors or employees to comply with any laws, statutes, ordinances or regulations of any governmental authority or subdivision that apply to the operation of the School or the providing of educational services set forth in this Charter. However, the School shall not be obligated to indemnify the Sponsor against claims, damages, expenses or liabilities to the extent these may result from the negligence of the Sponsor, its members, officers, employees, subcontractors or others acting on its behalf; and/or f) professional errors or omissions, or claims of errors or omissions, by the School employees, agents, or Governing Board. 6.1.1 2) The School agrees to defend any and all such action using competent counsel, selected by the School, subject to Sponsor’s approval, which shall not be unreasonably withheld. 3) The duty to indemnify for professional liability as insured by the School Leaders Errors and Omissions policy described in this Charter shall continue in full force and effect notwithstanding the expiration expiration, nonrenewal or early termination of this Charter with respect to any claims based on facts or conditions which occurred prior to termination. 6.1.2 4) In no way shall the School’s Errors and Omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured or for which the School should have been insured under Commercial General Liability Insurance, Automobile Liability Insurance or Employer’s Liability Insurance. 6.1.3 5) The School shall also indemnify, defend and protect and hold the Sponsor harmless against all claims and actions brought against the Sponsor by reason of any actual or alleged infringement of patent or other proprietary rights in any material, process, software, machine or appliance used by the School, any failure of School to comply with provisions of the Individuals with Disabilities Education Act (IDEA), including failure to provide a Free Appropriate Public Education to an enrolled student or failure to furnish services provided for in a student’s individual education plan, and any violation by School of the Florida public records or open meetings laws. 6) The duty to indemnify described in this charter will continue in full force and effect notwithstanding the expiration, non-renewal or termination of the charter with respect to any claim arising out of this charter or the operation of the School for such time as any such claim shall not be barred by any applicable statute of limitation. The duty to indemnify for professional liability as insured by a School Leaders Errors and Omissions policy shall continue in full force and effect notwithstanding the expiration, nonrenewal, or termination of this charter with respect to any claims based on facts or conditions which occurred prior to the expiration, nonrenewal, or termination. In no way shall the School’s errors and omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured, or for which the School should have been insured under commercial general liability insurance, automobile liability insurance or employer’s liability insurance.

Indemnification of Sponsor. 1) The School agrees to indemnify, defend with competent counsel selected by the School indemnify and to hold harmless the Sponsor, its members, officers, employees and agents, harmless from any and all claims, actions, costs, expenses, damages, and liabilities, including reasonable attorney’s fees, arising out of, connected with or resulting from: • : a) the negligence, intentional wrongful act, misconduct or culpability of the School’s employees or other agents in connection with and arising out of their services within the scope of this Charter; • ; b) the School’s material breach of this Charter or law; • ; c) any failure by the School to pay its employees, contractors, suppliers suppliers, subcontractors, or any subcontractors; • other creditors; d) any failure by School to correct deficiencies found in casualty, safety, sanitation and fire safety inspections; e) the failure of the School’s officers, directors or employees to comply with any laws, statutes, ordinances or regulations of any governmental authority or subdivision that apply to the operation of the School or the providing of educational services set forth in this Charter. However. 2) The School agrees to defend any and all such action using competent counsel, selected by the School School, subject to Sponsor’s approval, which shall not be obligated to indemnify the Sponsor against claims, damages, expenses or liabilities to the extent these may result from the negligence of the Sponsor, its members, officers, employees, subcontractors or others acting on its behalfunreasonably withheld. 6.1.1 3) The duty to indemnify for professional liability as insured by the School Leaders Errors and Omissions policy described in this Charter shall continue in full force and effect notwithstanding the expiration expiration, nonrenewal or early termination of this Charter with respect to any claims based on facts or conditions which occurred prior to termination. 6.1.2 4) In no way shall the School’s Errors and Omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured or for which the School should have been insured under Commercial General Liability Insurance, Automobile Liability Insurance or Employer’s Liability Insurance. 6.1.3 5) The School shall also indemnify, defend and protect and hold the Sponsor harmless against all claims and actions brought against the Sponsor by reason of any actual or alleged infringement of patent or other proprietary rights in any material, process, software, machine or appliance used by the School, any failure of School to comply with provisions of the Individuals with Disabilities Education Act (IDEA), including failure to provide a Free Appropriate Public Education to an enrolled student or failure to furnish services provided for in a student’s individual education plan, and any violation by School of the Florida public records or open meetings laws. 6) The duty to indemnify described in this charter will continue in full force and effect notwithstanding the expiration, non-renewal or termination of the charter with respect to any claim arising out of this charter or the operation of the School for such time as any such claim shall not be barred by any applicable statute of limitation. The duty to indemnify for professional liability as insured by a School Leaders Errors and Omissions policy shall continue in full force and effect notwithstanding the expiration, nonrenewal, or termination of this charter with respect to any claims based on facts or conditions which occurred prior to the expiration, nonrenewal, or termination. In no way shall the School’s errors and omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured, or for which the School should have been insured under commercial general liability insurance, automobile liability insurance or employer’s liability insurance.

Indemnification of Sponsor. The School School, to the extent immunity may be waived pursuant to 768.28, Florida Statute, agrees to indemnify, defend with competent counsel counsel, selected by the School School, with Sponsor’s reasonable approval, and agrees to hold the Sponsor, its members, officersoffic- ers, employees and agents, harmless from any and all claims, actions, costs, expenses, damages, and liabilities, including reasonable attorney’s fees, arising out of, connected with or resulting from: • : (a) the negligence, intentional wrongful act, misconduct or culpability of the School’s employees or other agents in connection with and arising out of their services within the scope of this Charter; • ; (b) the School’s material breach of this Charter or violation of law; • ; (c) any failure by the School to pay its employees, contractors, suppliers suppliers, subcontrac- tors, or any subcontractors; • other creditors; (d) the failure of the School’s officers, directors or employees to comply with any laws, statutes, ordinances or regulations of any governmental authority or subdivision subdivi- sion that apply to the operation of the School or the providing of educational services ser- vices set forth in this Charter. However, However the School shall not be obligated to indemnify in- demnify the Sponsor against claims, damages, expenses or liabilities to the extent these may result from the negligence of the Sponsor, its members, officers, employeesem- ployees, subcontractors or others acting on its behalf. 6.1.1 (e) Professional errors or omissions, or claims of errors or omissions, by the school employees, agents, or Board of Directors. 6.1.1. The duty to indemnify for professional liability as insured by the School Leaders Errors and Omissions policy described in this Charter shall continue in full force and effect notwithstanding notwith- standing the expiration expiration, nonrenewal or early termination of this Charter with respect to any claims based on facts or conditions which occurred prior to termination. 6.1.2 6.1.2. In no way shall the School’s Errors and Omissions limitation on post-termination claims of professional liability impair the Sponsor’s claims to indemnification with respect to a claim for which the School is insured or for which the School should have been insured under Commercial Com- mercial General Liability Insurance, Automobile Liability Insurance or Employer’s Liability InsuranceIn- surance. 6.1.3 6.1.3. The School shall also indemnify, defend and protect and hold the Sponsor harmless against all claims and actions brought against the Sponsor by reason of any actual or alleged infringement in- fringement of patent or other proprietary rights in any material, process, software, machine or appliance used by the School, any failure of School to comply with provisions of the Americans with Disabilities Act (ADA), Section 504 of the Rehabilitation Act, and the Individuals with Disabilities Education Act (IDEA), including failure to provide a Free Appropriate Public Edu- cation to an enrolled student or failure to furnish services provided for in a student’s individual education plan, and any violation by School of the Florida public records or open meetings laws.