Indemnities and Insurances Sample Clauses

Indemnities and Insurances. 15.1 The Service Provider shall indemnify the Council against all claims, demands, proceedings, actions, damages, costs, expenses and any other liabilities in respect of, or arising out of, the provision of the Services in relation to the injury to or death of any person, or loss of or damage to any property including property belonging to the Council or financial loss arising from any advice given or omitted to be given by the Service Provider or any other loss which is caused directly or indirectly by any act or omission of the Service Provider. This does not apply to the extent that such injury, death, loss or damage arises out of the act, default, or negligence of the Council, its employees, or agents not being the Service Provider or persons engaged by the Service Provider. 15.2 The Service Provider’s liability under Clause 15.1 for losses relating to death or personal injury or for any breach of any obligations implied by Section 2 of the Supply of Goods and Services Xxx 0000 shall be unlimited. 15.3 The Service Provider shall effect and maintain as a minimum a policy or policies of insurance of the type set out in Clause 15.4. The Service Provider shall also ensure that any of its sub-contractors who are providing any or all of the Services on its behalf maintain equivalent insurances as a minimum. 15.4 The insurances referred to in Clause 15.3 are as follows: 15.4.1 public liability insurance that covers the Service Provider’s liabilities under Clause 15.1 in a sum of not less than £10,000,000 (ten million pounds) for any one occurrence or series of occurrences arising out of any one event; 15.4.2 employer’s liability insurance in a sum of not less than £5,000,000.00 (five million pounds) for any one occurrence or series of occurrences arising out of any one event and which complies with the Employers’ Liability (Compulsory Insurance) Xxx 0000 and xxx Xxxx Xxxxxxx Xxx 0000; 15.5 The Service Provider shall supply to the Council upon request a copy of the insurance policies or a certificate from its insurers or brokers confirming the policies which it is required to maintain under this Clause 15. 15.6 If, for whatever reason, the Service Provider fails to give effect to and maintain the insurances required by this Supplier Agreement the Council may make alternative arrangements to protect its interests and may recover the costs of such arrangements from the Service Provider.
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Indemnities and Insurances. 11.1 The SUBCONTRACTOR shall be responsible for and shall save, indemnify, defend and hold harmless OPTIMUS from and against all claims, losses, damages, costs (including legal costs) expenses and liabilities in respect of: (a)loss of or damage to property of the SUBCONTRACTOR whether owned, hired, leased or otherwise provided by the SUBCONTRACTOR arising from, relating to or in connection with the performance or non-performance of the SUBCONTRACT;
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Indemnities and Insurances. 12.1 The Supplier shall indemnify the Company against any liability incurred by the Company to any person (including any claim made by any third party in connection with any injury or damage to persons or property arising out of the performance of or any failure by the Supplier to comply with the terms of this Contract) and against all claims, damages, costs and expenses made against or incurred by the Company by reason of any negligence, default or breach by the Supplier of this Contract , 12.2 The Supplier shall indemnify the Company against any claim whatsoever arising out of or in connection with the operation of any warranty furnished in respect of the Products and Services. 12.3 Without prejudice to the indemnity at Clause 12 1, the Supplier shall secure and maintain such insurances as are necessary to cover the liability of the Supplier and of any subcontractor against any liability, damage, loss, expense, cost, claim or proceedings under any legislation or rule of law in respect of personal injury to or the death of any person employed by the Supplier or by such subcontractor arising out of or in connection with the execution and completion of the Products and Services and whether arising on or off the site. The Supplier shall furnish a copy of the relevant policy and of the related premium receipt within fourteen (14) days of the date of this Contract to the Company, if so requested by the Company.
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Indemnities and Insurances. 14.1 DCC will indemnify and keep indemnified CCBC against any injury to or death of any person and loss of or damage to any property including property belonging to CCBC and financial or economic loss to the extent that any such occurrence shall arise out of a breach of this Agreement by DCC’s or resulting from the negligent acts or omissions or wilful misconduct of DCC or its employees, and against all actions, claims, demands, proceedings, damages, costs, charges and expenses whatsoever in respect thereof or in relation thereto. 14.2 CCBC shall indemnify and keep indemnified DCC against injury to or death of any person and loss of or damage to any property belonging to DCC to the extent that any such occurrence should arise out of a breach of this contract by Conwy County Council or the negligent acts or omissions of CCBC or its employees and against all actions, claims, demands, proceedings, damages, costs, charges and expenses whatsoever in respect thereof or in relation thereto. 14.3 In the event of any claim which an indemnity is hereby given being made against either party under this Article then the party giving the indemnity shall have the right to have the conduct of any proceedings arising there from. Nevertheless the party giving the indemnity shall be relieved of the obligation if the party indemnified shall by himself his employees or agents admit liability or make any payment in connection with such claim without the express authority of the party giving the indemnity. 14.4 CCBC shall be entitled to notify DCC in writing, that any such policy of insurance, or self- insurance arrangement does not provide sufficient cover to comply with this condition, and to require DCC to provide such insurance as will so comply. Upon receipt of such notice, DCC shall forthwith procure and maintain such insurance as shall be reasonably required. 14.5 DCC will conform in all aspects with the provision of any general or local Act of Parliament and Regulation and Bylaws of any local or other statutory authority which may be applicable to the services including the Data Protection Acts 1984 and 1998 and with such rules and regulations of public bodies and companies as aforesaid and shall keep CCBC indemnified against all penalties and liability of every kind for breach of any such Act Regulation or Bylaw provided always that: DCC shall not be required to indemnify CCBC against the consequences of any such breach that is the unavoidable result of complying with t...
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Indemnities and Insurances. Contractor’s risk The Contract Works are at the Contractor’s risk until the Contract Works are brought to Completion. The Council’s insurance does not cover material loss or damage to any property, plant or equipment or materials of the Contractor. The Contractor must take out appropriate insurance to cover these items. Security for plant, equipment and unfixed materials on Site is the sole responsibility of the Contractor. Property damage The Contractor must indemnify the Council against any loss or liability (including the payment of excesses on insurance effected by the Council) incurred by the Council in respect of the loss or destruction of, or damage to, or interference with, any property of the Council or of any person, if and to the extent that it is caused or contributed to by the Contractor or its employees or agents or any subcontractor or any person supplying work or services in and about the execution of the Contract Works by the Contractor. Public risk The Contractor must indemnify the Council against any liability incurred by the Council in respect of personal injury to, or death of, any person arising out of, or in the course of, the execution of the Contract Works if and to the extent that it is caused or contributed to by the Contractor or its employees or agents or any subcontractor or any person supplying work or services in and about the execution of the Contract Works. Contractor’s insurance The Contractor must effect and maintain at all material times during the currency of this agreement insurance in the joint names or otherwise for the benefit of the Council, the Contractor and all subcontractors and suppliers (Insured). The insurance must at all times cover liability to the public (including the Council) for at least $10,000,000 in respect of personal injury to or death arising by accident to any person and in respect of any injury loss or damage arising by accident to any property real or personal including property (other than the Contract Works) belonging to the Council or in which the Council is interested and where the accident arises out of or is caused by the execution of the Contract Works. The Contractor must keep the insurance current until the expiry of the Defects Liability Period. The Contractor must ensure that each policy of insurance required by this clause contains provisions acceptable to the Council that: require the insurer to accept the term ‘insured’ as applying to each of the persons comprising the Insured a...
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Indemnities and Insurances 
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Related to Indemnities and Insurances

  • Indemnification and Insurance 9.1.1 The Company shall to the fullest extent permitted under applicable Law or its Organizational Documents, indemnify and hold harmless, each present and former director, officer or employee of the Company (collectively, the “Company Indemnified Parties”) against any costs or expenses (including attorneys’ fees), judgments, fines, losses, claims, damages, liabilities and amounts paid in settlement in connection with any Proceeding (x) arising out of or pertaining to the transactions contemplated by this Agreement or (y) otherwise with respect to any acts or omissions occurring at or prior to the Closing Date (“Company Damages”), to the same extent as provided in the Company’s Organizational Documents or any applicable contract or agreement as in effect on the date hereof, in each case for a period of two years after the Closing Date. In the event of any such Proceeding (whether arising before or after the Closing Date), (i) any counsel retained by the Company Indemnified Parties for any period after the Closing Date shall be reasonably satisfactory to the Company, (ii) after the Closing Date, the Company shall pay the reasonable fees and expenses of such counsel, promptly after statements therefor are received, provided that the Company Indemnified Parties shall be required to reimburse the Company for such payments in the circumstances and to the extent required by the Company’s Organizational Documents, any applicable contract or agreement or applicable Law, and (iii) the Company will cooperate in the defense of any such matter; provided, however, that the Company shall not be liable for any settlement effected without its written consent (which consent shall not be unreasonably withheld); and provided, further, that, in the event that any claim or claims for indemnification are asserted or made within such one (1) year period, all rights to indemnification in respect of any such claim or claims shall continue until the disposition of any and all such claims. The Company Indemnified Parties as a group may retain only one law firm to represent them in each applicable jurisdiction with respect to any single action unless there is, under applicable standards of professional conduct, a conflict on any significant issue between the positions of any two or more Company Indemnified Parties, in which case each Company Indemnified Person with respect to whom such a conflict exists (or group of such Company Indemnified Persons who among them have no such conflict) may retain one separate law firm in each applicable jurisdiction. 9.1.2 This Section 9.1 shall survive the consummation of the transactions contemplated by this Agreement upon execution, is intended to benefit the Company Indemnified Parties, shall be binding on all successors and assigns of he Company and shall be enforceable by the Company Indemnified Parties.

  • Indemnity and Insurance 15.1 Without prejudice to any rights or remedies of the Purchaser the Supplier shall indemnify the Purchaser and the Crown against all actions, suits, claims, demands, losses, charges, costs and expenses which the Purchaser or the Crown may suffer or incur as a result of or in connection with any damage to property or in respect of any injury (whether fatal or otherwise) to any person which may result directly or indirectly from any negligent or wrongful act or omission of the Supplier. 15.2 The Purchaser shall indemnify the Supplier in respect of all claims, proceedings, actions, damages, fines, costs, expenses or other liabilities which may arise out of, or in consequence of, a breach of the Data Protection Laws where the breach is the direct result of the Supplier acting in accordance with the Purchaser’s specific written instructions. This indemnity provision shall not apply if the Supplier- (a) acts on the Purchaser’s specific written instructions but fails to notify the Purchaser in accordance with Condition 28.11(c) of this Contract; (b) fails to comply with any other obligation under the Contract. 15.3 Except in the case of loss, damage or personal injury (including death) suffered by an employee of the Supplier (in respect of which the indemnity in Condition 15.1 shall apply whether or not the loss, damage or personal injury was caused by the negligent or wilful act or omission of the Purchaser, the Crown or any servant or agent of the Crown) the indemnity contained in Condition 15.1 shall not apply to the extent that the loss, damage or injury is caused by the negligent or wilful act or omission of the Purchaser, the Crown or any servant or agent of the Crown. 15.4 The Supplier shall have in force and shall require any sub-Contractor to have in force: (a) employer’s liability insurance in accordance with any legal requirements for the time being in force, and (b) public liability insurance for such sum and range of cover as the Supplier deems to be appropriate but covering at least all matters which are the subject of indemnities or compensation obligations under these Conditions in the sum of not less than £1 million for any one incident and unlimited in total, unless otherwise agreed by the Purchaser in writing. 15.5 The policy or policies of insurance referred to in Condition 15.4 shall be shown to the Purchaser whenever the Purchaser requests, together with satisfactory evidence of payment of premiums, including the latest premium due thereunder.

  • LIABILITY AND INSURANCE Compensation Insurance. The Contractor shall maintain workers’ compensation insurance as required under the Florida Workers’ Compensation Law or the workers’ compensation law of another jurisdiction where applicable. The Contractor must require all subcontractors to similarly provide workers’ compensation insurance for all of the latter’s employees. In the event work is being performed by the Contractor under the Contract and any class of employees performing the work is not protected under Workers’ Compensation statutes, the Contractor must provide, and cause each subcontractor to provide, adequate insurance satisfactory to the Department, for the protection of employees not otherwise protected.

  • BONDS AND INSURANCE 10.1 The Contractor shall provide performance and payment bonds on forms prescribed by Owner and in accordance with the requirements set forth in the UTUGCs. The penal sum of the payment and performance bonds shall be equal to the Contract Sum. 10.2 The Contractor shall not commence work under the Agreement until it has obtained all insurance coverage as required by the UTUGCs and until evidence of the required insurance has been reviewed and approved by the Owner. Owner’s review of the insurance shall not relieve nor decrease the liability of the Contractor. 10.3 In the event that the Owner does implement an Owner Controlled Insurance Program (OCIP) for this Project, the Contractor shall refer to the OCIP specification for a complete listing of coverages provided by the OCIP. Any coverages required by the UTUGCs that is not provided through the OCIP shall be provided by the Contractor.

  • WARRANTIES AND INDEMNITIES It is agreed that: 4.1 All title over the Shares shall be transferred from the Transferor to the Transferee in consideration of the Transfer Price set out in clause 2. 4.2 The Transferor warrants that it is the legal and beneficial owner of the Shares and is entitled to all rights attached to the Shares according to the currently effective constitutional documents of the Company. 4.3 The Transferor warrants that the Shares are free from and clear of all liens or any other third-party rights. 4.4 Each Party hereby represents that it has all necessary powers and approvals to enter into this Agreement and is participating in the transactions contemplated hereunder in compliance with applicable laws in all material respects. 4.5 Each Party hereby declares that it is not aware of any matter within their control which might have any material adverse effect upon the performance of their obligations under this Agreement. 4.6 The rights, benefits, liabilities and responsibilities contained within the terms of this Agreement can be assigned by any Party with the prior written agreement of the other Party. 4.7 Any delay or failure to enforce the terms of this Agreement and any delay to act on a breach of its term by any Party does not constitute a waiver of those rights. 4.8 Each Party hereby warrants that it will not do any action which might harm, hinder or negatively affect the duties of the other Party set out within this Agreement. 4.9 The Parties hereby irrevocably warrant that they accept the exclusive jurisdiction laws and courts of that jurisdiction set out in clause 8 below. 4.10 The heading titles contained within in this Agreement are included as a drafting reference only and for ease of reference, and are not to be considered as part of this Agreement. 4.11 In the event that any clause (or any part of any clause) shall be deemed to be illegal or invalid by a competent court or other legal authority then this shall have the effect of invalidity and striking out only that clause (or any part of any clause) only and shall not invalidate this Agreement in its entirety. 4.12 Each Party hereby irrevocably indemnifies and agrees to keep indemnified and hold harmless the other Party against any and all losses howsoever caused arising from a breach of its warranties, covenants or other terms of this Agreement.

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