Indemnification of University. The Contractor shall defend, indemnify, and hold harmless the Commonwealth, the University, its Trustees, Officers, servants, and employees from and against any and all claims, liability, losses, third party claims, damages, costs, or expenses (including attorneys’ and experts’ fees) arising out of or resulting from the performance of the services performed by the Contractor, its agents, servants, employees, or subcontractors under this Contract, provided that any such claims, liability, losses, third party claims, damages, costs, or expenses are attributable to bodily injury, personal injury, pecuniary injury, damage to real or tangible personal property, resulting therefrom and caused in whole or in part by any intentional or negligent acts or omissions of the Contractor, its employees, servants, agents, or subcontractors. The foregoing express obligation of indemnification shall not be construed to negate or abridge any other obligation of indemnification running to the Commonwealth and/or the University that would otherwise exist. The University shall give the Contractor prompt and timely notice of any claims, threatened or made, or any law suit instituted against it which could result in a claim for indemnification hereunder. The extent of this Contract of indemnification shall not be limited by any obligation or any term or condition of any insurance policy. The obligations set forth above shall survive the expiration or termination of this Contract.
Indemnification of University. The Employee agrees to hold harmless and indemnify the University from any and all suits, claims, demands, damages, liability, costs and expenses, including attorneys’ fees and costs, arising out of the Employee’s performance of acts outside the scope of this Agreement, or for acts in pursuit of outside income as permitted by this Agreement, except such suits, claims or demands in which the Employee seeks to compel the University to comply with its obligations hereunder or in which the Employee seeks to enforce any remedies Employee may have hereunder. This Article 8.10 shall survive the termination for any reason of this Agreement.
Indemnification of University. The Organizer agrees to indemnify and hold the University and its trustees, officers, employees, counsel, agents and representatives harmless from all claims, demands, or liability, including attorneys fees, and related expenses, on account of injury, loss or damage, including, without limitation, claims arising from bodily injury, personal injury, sickness, disease, death, property loss or damage or any other losses of any kind whatsoever not caused by the sole negligence of the University, which arise out of or are in any manner connected with the Charter School’s operations or which are incurred a result of the reliance of the University upon information supplied by the Organizer or the Charter School, or which arise out of the failure of the Organizer or the Charter School to perform its obligations under this Charter, including, without limitation, the following:
Indemnification of University. PERFORMER agrees to release, hold harmless, and indemnify UNIVERSITY, its agents, and representatives from any and all claims, demands, actions, damages, liability, costs and expenses of any kind arising out of the subject matter of the AGREEMENT to the extent such lawsuits, claims, demands, actions, damages, liability, costs and expenses arise as a direct result of the SPEAKER’S negligent acts, omission or breach of this AGREEMENT.
Indemnification of University. CONTRACTOR agrees to release, hold harmless, and indemnify UNIVERSITY, its agents and representatives from any and all claims, demands, actions, damages, liability, costs and expenses of any kind arising out of the subject matter of the Contract to the extent such lawsuits, claims, demands, actions, damages, liability, costs and expenses arise as a direct result of the CONTRACTOR’S negligent acts, omission or breach of this Contract.
Indemnification of University. LICENSEE shall indemnify, hold harmless and defend UNIVERSITY, its officers, employees, or agents against any and all claims, suits, losses, damage, costs, fees, and expenses resulting from or arising out of the exercise of this Agreement or any sublicense. This indemnification includes, but is not limited to, any product liability.
Indemnification of University. Subject to the limitations set forth in Section 11 (Limitation of Liability) below, Provider hereby agrees to (a) defend University and its trustees, officers, employees, agents, successors, and assigns (collectively, the “University Indemnitees”), from and against all demands, suits, claims, actions, or causes of action (each, a “Claim”) asserted or brought by any third party against any of the University Indemnitees, and (b) indemnify and hold the University Indemnitees harmless from any assessments, losses, damages, costs and expenses (including, interest, penalties, and reasonable attorneys’ fees), of any nature, and in all cases awarded in a final judgment, order or regulatory action to the third party bringing the applicable Claim or any settlement amount paid to the third party bringing the applicable Claim in order to settle such Claim; provided that, in each case, such Claim arises directly from any act or omission of any Provider Indemnitee, including any violation of any Applicable Law by Provider, in connection with its performance under this Agreement; provided further, that Provider shall have no obligation to defend, indemnify or hold University Indemnitees harmless from any such assessments, losses, damages, costs and expenses to the extent arising from actions taken by Provider at University’s request or otherwise in respect of any communications with prospective or existing students made by Provider following scripts, or using advertising or web materials, approved by University, as provided in Section 3.7.6 (Marketing Laws and Regulations; No Misrepresentation), so long as Provider was not negligent, grossly negligent or reckless in taking such actions.
Indemnification of University. (a) Except for Combination Use, SAP shall indemnify University against all claims, liabilities, and costs, including reasonable attorneys' fees, up to the maximum amount described in Section 10.3(c), reasonably incurred in the defense of any claim brought against University by third parties alleging that University's Use of the Software and Documentation infringes or misappropriates: (i) any United States patent of which SAP is aware; or (ii) a copyright; or (iii) trade secret rights, provided that, University promptly notifies SAP in writing of any such claim and SAP is permitted to control fully the defense and any settlement of such claim. To the extent permitted by law, University shall cooperate fully in the defense of such claim and may appear, at its own expense, through counsel reasonably acceptable to SAP. SAP may, in its sole discretion, settle any such claim on a basis requiring SAP to substitute for the Software and Documentation alternative substantially equivalent non-infringing programs and supporting documentation.
Indemnification of University. Pepsi shall defend, hold harmless, and indemnify University and each of its trustees, officers, employees, and agents (each of which shall be referred to as a "University Indemnitee") from and against any and all claims, actions, judgments, damages, liabilities, and expenses (including, but not limited to, reasonable attorneys' and investigative fees) imposed upon, incurred by, or asserted against a University Indemnitee arising from or relating to, directly or indirectly, Pepsi's performance or breach of the terms of this Agreement and any transaction contemplated hereby, including, but not limited to, the acts or omissions of Pepsi's officers, employees or agents; provided, however, that Pepsi shall not be liable under such indemnity for any portion of such claims, actions, judgments, damages, liabilities, or expenses resulting from the University Indemnitee's negligent acts or failure to act. The obligations under this Section shall survive the termination of this Agreement.
Indemnification of University. The Academy agrees to indemnify and hold the University and its trustees, officers, employees, agents or representatives harmless from all claims, demands, or liability, including attorney fees, and related expenses, on account of injury, loss or damage, including, without limitation, claims arising from bodily injury, personal injury, sickness, disease, death, property loss, defamation, economic loss, or damage or any other losses of any kind whatsoever and not caused by the sole negligence of the University and its trustees, officers, employees, agents or representatives, which arise out of or are in any manner connected with the Academy's operations or which are incurred as a result of the reliance of the University Board upon information supplied by the Academy, or which arise out of the failure of the Academy to perform its obligations under this Contract. The foregoing provision shall not be deemed a relinquishment or waiver of any kind by either party of its defense of governmental immunity.
