Common use of Indemnification of Tenant by Landlord Clause in Contracts

Indemnification of Tenant by Landlord. Except to the extent prohibited by any Legal Requirements, Landlord shall indemnify and save Tenant, together with its parents, affiliates and subsidiary organizations, its and their respective shareholders, members, directors, managers, officers, employees and agents (collectively “Tenant Indemnitees”) harmless against and from all liabilities, obligations, damages, penalties, claims, costs, charges and expenses, including but not limited to reasonable fees and costs for architects, engineers, attorneys and other professionals, which may be imposed upon or incurred by or asserted against Tenant Indemnitees by reason of any of the following occurrences during the Term of this Lease but, not for acts or omissions prior to the Effective Date: any events occurring in the Common Areas (except to the extent caused by Tenant or its contractors, licensees or invitees), any negligence on the part of Landlord or any of its agents, contractors, employees, subtenants (excluding Tenant and the Space Tenants), licensees or invitees; violation after the Lease Commencement Date of any Legal Requirement related to the Property by Landlord or anyone acting by, through or under Landlord (excluding Tenant and the Space Tenants); and any failure on the part of Landlord to perform or comply with any of the covenants, agreements, terms, provisions, conditions or limitations contained in this Lease on its part to be performed or complied with. In case any action or proceeding is brought against any Tenant Indemnitee by reason of any such claim, Landlord, upon written notice from Tenant, shall at Landlord’s expense resist or defend such action or proceeding by counsel approved by Tenant in writing, which approval Tenant agrees not to unreasonably withhold. If Landlord has insurance policies covering any of the aforementioned risks, no claim shall be made against Landlord under this ARTICLE 10 unless and until the insurer shall fail or refuse to defend and/or pay all or any part thereof.

Indemnification of Tenant by Landlord. Except to the extent prohibited by any Legal Requirements, Landlord shall indemnify and save Tenant, together with its parents, affiliates and subsidiary organizations, its and their respective shareholders, members, directors, managers, officers, employees and agents (collectively “Tenant Indemnitees”) harmless against and from all liabilities, obligations, damages, penalties, claims, costs, charges and expenses, including but not limited to reasonable fees and costs for architects, engineers, attorneys and other professionals, which may be imposed upon or incurred by or asserted against Tenant Indemnitees by reason of any of the following occurrences during the Term of this Lease but, not for acts or omissions prior to the Effective Date: any events occurring in the Common Areas (except to the extent caused by Tenant or its contractors, licensees or invitees), any negligence on the part of Landlord or any of its agents, contractors, employees, subtenants licensees or invitees (excluding Tenant and the Space Tenants), licensees or invitees; violation after the Lease Commencement Date of any Legal Requirement related to the Property by Landlord or anyone acting by, through or under Landlord (excluding Tenant and the Space Tenants); and any failure on the part of Landlord to perform or comply with any of the covenants, agreements, terms, provisions, conditions or limitations contained in this Lease on its part to be performed or complied with. In case any action or proceeding is brought against any Tenant Indemnitee by reason of any such claim, Landlord, upon written notice from Tenant, shall at Landlord’s expense resist or defend such action or proceeding by counsel approved by Tenant in writing, which approval Tenant agrees not to unreasonably withhold. If Landlord has insurance policies covering any of the aforementioned risks, no claim shall be made against Landlord under this ARTICLE 10 unless and until the insurer shall fail or refuse to defend and/or pay all or any part thereof.

Indemnification of Tenant by Landlord. Except In addition to the extent prohibited indemnity provided by any Legal RequirementsLandlord to Tenant in Section 6.3(f) hereof, Landlord shall indemnify and save Tenant, together with its parents, affiliates and subsidiary organizations, its and their respective shareholders, members, directors, managers, officers, employees and agents (collectively “Tenant Indemnitees”) harmless against and from all liabilities, obligations, damages, penalties, claims, costs, charges and expenses, including but not limited to reasonable fees and costs for architects, engineers, attorneys and other professionals, which may be imposed upon or incurred by or asserted against Tenant Indemnitees by reason of any of the following occurrences during the Term of this Lease but, not for acts or omissions prior subject to the Effective Date: any events occurring in the Common Areas (provisions of Section 13.4 above, and except to the extent caused by or resulting from the negligence or willful misconduct of any Tenant or its contractors, licensees or inviteesParties (defined below), Landlord shall indemnify, defend upon request and hold harmless Tenant, its Affiliates, partners, officers, directors, members, trustees, employees and agents (collectively, including Tenant, the “Tenant Parties”) from and against, all demands, causes of action, judgments, costs, damages, claims, liabilities, expenses (including reasonable attorneys’ fees, disbursements and actual costs), losses, penalties and court costs suffered by or claimed against any of them, directly or indirectly, to the extent based on or arising out of, in whole or in part, the fraudulent acts, negligence on the part or intentional misconduct of Landlord or any of its agents, contractors, employees, subtenants (excluding Tenant agents or contractors and the Space Tenants)any breach, licensees violation or invitees; violation after the Lease Commencement Date of any Legal Requirement related to the Property nonperformance by Landlord or anyone acting by, through or under Landlord (excluding Tenant and the Space Tenants); and any failure on the part Parties of Landlord to perform or comply with any of the covenants, agreements, terms, provisions, representations, warranties, covenants or conditions or limitations contained in of this Lease on its part Lease. Tenant need not have first paid any such claim to be performed or complied withso indemnified and held harmless by Landlord. In case any action or proceeding is brought against any Tenant Indemnitee by reason of any such claim, Landlord, upon written notice from Tenant, shall defend any claim against Tenant for which Landlord has indemnified Tenant at Landlord’s expense resist or defend sole expense, using legal counsel reasonably satisfactory to Tenant and Tenant shall cooperate with Landlord in such action or proceeding by counsel approved by Tenant in writing, which approval Tenant agrees not to unreasonably withholddefense. If Landlord has insurance policies covering any of the aforementioned risks, no claim shall be made against Landlord Landlord’s indemnity obligations under this ARTICLE 10 unless Section 14.5 and until elsewhere in this Lease arising prior to the insurer termination of this Lease shall fail or refuse to defend and/or pay all or any part thereofsurvive such termination.

Indemnification of Tenant by Landlord. Except Landlord hereby agrees to the extent prohibited by any Legal Requirements, Landlord shall indemnify and save hold harmless Tenant, together with its parentstrustees, affiliates and subsidiary organizationsbeneficiaries, its and their respective shareholderspartners, membersofficers, directors, managers, officersshareholders, employees and agents (collectively collectively, “Tenant IndemniteesParties”) harmless from and against any and all Claims that (i) arise from all liabilitiesthe ownership, obligationspossession, damagesuse, penaltiesoccupancy, claimsmanagement, costsrepair, charges and expenses, including but not limited to reasonable fees and costs for architects, engineers, attorneys and other professionals, which may be imposed upon maintenance or incurred by or asserted against Tenant Indemnitees by reason of any control of the following occurrences during Property and Surrounding Property, or any portion thereof, or any work or thing done in, on or about the Term Leased Premises or Surrounding Property by Landlord Parties or Landlord’s invitees, or (ii) arise from or are connected with any act or omission of Landlord Parties or invitees, or (iii) result from any default, breach, violation or nonperformance of this Lease butor any provision therein by Landlord, not for acts or omissions prior to the Effective Date: any events occurring in the Common Areas (except to the extent caused by the negligence or willful misconduct of Tenant or its contractors, licensees Parties or invitees). Landlord shall, at its own cost and expense, defend any negligence on the part of Landlord or any of its agentsand all actions, contractors, employees, subtenants (excluding suits and proceedings which may be brought against Tenant and the Space Tenants), licensees or invitees; violation after the Lease Commencement Date of any Legal Requirement related with respect to the Property foregoing or in which Tenant may be impleaded. Landlord shall pay, satisfy and discharge any and all final judgments, orders and decrees which may be recovered against Tenant in connection with the foregoing. The Party seeking to be indemnified (the “Indemnified Party”) shall have provided prompt written notice of a Claim or events likely to give rise to a Claim to the Party with the obligation to indemnify (the “Indemnifying Party”) (in any event within sufficient time so as not to prejudice the defense of such Claim). In the event of a Claim by Landlord a third party that is caused by the joint or anyone acting by, through or under Landlord (excluding Tenant and the Space Tenants); and any failure on the part of Landlord to perform or comply with any concurrent negligence of the covenantsParties, agreementseach Party shall share the costs of the Claim (defense, termscosts, provisionsjudgment and settlement, conditions or limitations contained etc.) in this Lease on proportion to its part to be performed or complied with. In case any action or proceeding is brought against any Tenant Indemnitee by reason of any such claim, Landlord, upon written notice from Tenant, shall at Landlord’s expense resist or defend such action or proceeding by counsel approved by Tenant in writingnegligence, which approval Tenant agrees not to unreasonably withhold. If Landlord has insurance policies covering any shall be determined by agreement of the aforementioned risksParties, no claim shall be made against Landlord or in the case of litigation, by the trier of fact. The obligations of the Parties under this ARTICLE 10 unless and until Section shall survive the insurer shall fail expiration or refuse to defend and/or pay all or any part thereofearlier termination of this Lease.