Common use of INDEMNITY AND HOLD HARMLESS Clause in Contracts

INDEMNITY AND HOLD HARMLESS. NMBC shall not be liable for any damage to, removal of, or loss of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, from and against, any and all loss, costs, demands, claims, causes of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, attorneys’ fees) incurred in connection with or arising from the following, except f or any injury or damage to persons or property on or about the Facilities to the extent caused by the gross negligence or willful misconduct of NMBC: (a) the use of the Facilities by the User or its agents; (b) any activity, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilities.

INDEMNITY AND HOLD HARMLESS. NMBC 7.1 Artex SAC shall not be liable for any damage todamage, removal ofloss, costs or loss expenses whatsoever to or of the Shareholder at any time from any cause whatsoever unless caused by Artex SAC’s own actual breach of this Agreement, negligence, dishonesty, fraud or wilful default or that of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, their directors, officers officers, employees or employees agents as the case may be (collectivelyall such parties, inclusive of Artex SAC, “Indemnified Parties”). 7.2 Subject to clause 7.3, the “Indemnitees”) liable for, and Shareholder agrees to the extent permitted by law the User will indemnify and hold harmless the IndemniteesIndemnified Parties against any liability, from and againstactions, any and all lossproceedings, costsclaims, demands, claimscosts or expenses whatsoever which they or any of them directly incur in consequence of its performance of the functions and services provided for hereunder or resulting from a breach or inaccuracy by the Shareholder of any of the representations, causes warranties and covenants set forth in clause 18.2, except as a result of actionbreach of this Agreement, finesnegligence, penaltiesdishonesty, damagesfraud or wilful default of an Indemnified Party and this indemnity shall expressly inure to the benefit of any director, liabilitiesofficer or employee, judgmentsexisting or future, and expenses to the benefit of any successor of Artex SAC. 7.3 Under no circumstances shall the Shareholder be liable for any exemplary, special, indirect, incidental, punitive, treble or consequential loss or damages (includingincluding any actual or prospective loss of revenue or profit). 7.4 The liability of the Shareholder for the performance and discharge of all of its obligations in respect of the Segregated Account’s obligations pursuant to the Retrocession Agreement (together “Obligations” for purposes of this Article), without limitation, attorneys’ fees) incurred shall be limited to the aggregate Purchase Price paid or payable by the Shareholder in connection with or arising its subscription for the Preference Shares and the Contributed Surplus pursuant to clauses 2.1 and 2.3 hereof and any Subscription Form executed and delivered by the Shareholder, Artex SAC and the Segregated Account (the “Capital”). In the event that the Capital is insufficient to meet all Obligations, any Obligations remaining after the application of such Capital shall be extinguished, and the Company undertakes in such circumstances to take no further action against the Shareholder in respect of any such Obligations. 7.5 Artex SAC and Manager shall procure that any Retrocession Agreement to be entered into by the Segregated Account shall contain provisions to the effect that the liability of the Segregated Account for the performance and discharge of all of its obligations, however they may arise, in relation to the relevant Retrocession Agreement, shall be limited to and payable solely from the following, except f proceeds of realization of the assets held as collateral in respect of such Retrocession Agreement and accordingly there shall be no recourse to any other assets of the Segregated Account or any injury or damage to persons or property on or about the Facilities to the extent caused by the gross negligence or willful misconduct of NMBC: (a) the use assets of the Facilities by the User or its agents; (b) any activity, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesShareholder.

INDEMNITY AND HOLD HARMLESS. NMBC Tenant shall not be liable for any damage toindemnify, removal ofdefend and hold Landlord, its agent, Ari-El Enterprises, Inc. (or loss of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable forsuch other management agent as Landlord directs), and to the extent permitted by law the User will indemnify and hold Landlord’s mortgagee, if any, harmless the Indemnitees, from and against, any and against all loss, costs, demands, claims, claims or causes of action, fines, penalties, damages, liabilities, judgments, action and expenses costs (including, without limitation, including attorneys’ fees) ), expenses and liabilities incurred in connection with by or claimed against Landlord, including any action or proceeding brought thereon, arising from or as a result of (a) any accident, injury, death, loss, water damage or smoke damage whatsoever to any person or to the followingproperty of any person, except f including the person and property of Tenant, its employees and agents and all persons in or any injury at the Leased Premises or damage to persons Property at its or property their invitation or with their consent, as shall occur on or about the Facilities to Leased Premises or Property during the extent caused by the gross negligence or willful misconduct term of NMBC: (a) the use of the Facilities by the User or its agents; this Lease, (b) any activitythe occupancy or use by Tenant of the Leased Premises or the Property, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any actsact or omission whatsoever of Tenant or any subtenant, omissions, licensee or negligence departmental lessee of the User Tenant or its agents; (d) , contractors, servants, employees, invitees or customers. Tenant shall not be responsible for any breach by the User claim, cost or expense of Landlord resulting solely from gross negligence of Landlord, its agents or employees. It is understood and agreed that all personal property of any terms kind, nature or conditions description whatsoever, kept, stored or maintained upon or in the Leased Premises shall be kept, stored or maintained at the sole risk and responsibility of this Agreement Tenant exclusively. Furthermore, Tenant hereby releases Landlord, its agent, Ari-El Enterprises, Inc. (or such other management agent as Landlord directs) from any laws, rul es, and all claims or regulations causes of governmental authorities action whatsoever which Tenant might otherwise now or hereafter possess resulting in or from or in any way connected with jurisdiction over the facilities; and (e) any injury loss covered or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability which should have been covered by insurance, and if requestedincluding deductible and/or uninsured portion thereof, will add the church as an additional insured under User’s general liability p olicy. Exceptions may maintained and/or required to be made maintained by the TRUSTEE BOARD Tenant pursuant to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesthis Lease.

INDEMNITY AND HOLD HARMLESS. NMBC Landlord shall not be liable to Tenant, its agents, servants, employees, contractors, customers, or invitees, for any damage to persons or property caused by any negligence or willful misconduct of Tenant, its agents, servants, employees, contractors, customers, or invitees, and Tenant agrees to indemnify, defend and hold Landlord harmless from all liability and claims for any such damage. Tenant shall not be liable to Landlord, or to Landlord’s agents, servants, employees, contractors, customers or invitees for any damage to person or property caused by any negligence or willful misconduct of Landlord, its agents, servants, employees, contractors, customers, or invitees, and Landlord agrees to indemnify, defend and hold Tenant harmless from all claims for such damage. The preceding sentences shall apply only when the injury, death or damage is caused only by the negligence or willful misconduct of the indemnitor or when the cause is the concurrent result of the negligence or willful misconduct of the indemnitor, its agents, servants, employees, contractors, customers, or invitees or other third party and not of any negligence or willful misconduct of the indemnitee or its agents, servants, employees, contractors, customers or invitees. In any situation involving injury, death or damage resulting from the negligence or willful misconduct of the indemnitor and the indemnitee, or any of their agents, servants, employees, contractor, customers or invitees, each party as indemnitor shall indemnify the other party as the indemnitee to the extent, but only to the extent, of the liability attributable to its negligence or willful misconduct or the negligence or willful misconduct of its agents, servants, employees, contractors, customers or invitees. The foregoing indemnity obligations shall include reasonable attorney’s fees, investigation costs, court costs and all other reasonable costs and expenses incurred in connection with any claim or demand which is covered by the indemnities hereunder. Tenant agrees that all personal property upon the Leased Premises shall be at the risk of Tenant only, and that Landlord shall not be liable for any damage tothereto or loss, removal oftheft or disappearance thereof. The provisions under this Lease shall survive the termination of this Lease with respect to any damage, injury or death occurring prior to such termination, or loss after such termination during any period during which Tenant is in possession of the Leased Premises or engaged in removing any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt it is permitted to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, from and against, any and all loss, costs, demands, claims, causes of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, attorneys’ fees) incurred in connection with or arising from the following, except f or any injury or damage to persons or property on or about the Facilities to the extent caused by the gross negligence or willful misconduct of NMBC: (a) the use of the Facilities by the User or its agents; (b) any activity, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of remove under this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesLease.

INDEMNITY AND HOLD HARMLESS. NMBC Customer shall not defend, indemnify and hold G&W harmless from and against any and all claims, liabilities, damages, losses and judgments, incurred or brought by third parties, including attorneys’ fees and costs and expenses incident thereto, which may be liable for any recoverable from G&W 1) by reason of loss, damage toor destruction of Items, removal ofContents, Premises, or loss any other property in excess of the above referenced Limitation of Liability and/or 2) by reason of injury to or death of any person or loss, damage or destruction of Items, Contents, Premises, and or any other property resulting from the fault, willful misconduct, or negligence of User or Customer, its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its managementofficers, agents, representatives, directors, officers subcontractors and or employees (collectivelyand 3) G&W shall choose its own attorneys. Moreover, Customer shall indemnify G&W from and against all losses, costs, claims, expenses, penalties or liabilities, including attorneys’ fees, which arise or may be asserted against G&W as a result of 4) claims for damage resulting from Items deposited with G&W by Customer or Consignee; 5) competing claims of ownership asserted against Items; and/or 6) Customer’s failure to timely pay charges incurred in transport, storage or otherwise or resulting from the “Indemnitees”) liable for, breach of any agreement by and to between G&W and Customer and or these Terms and Conditions. Waiver of Subrogation: To the extent permitted by law the User will indemnify law, Customer hereby waives all rights of subrogation against G&W, its officers, members, agents and hold harmless the Indemniteesemployees, from occurring and against, any and all loss, costs, demands, claims, causes of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, attorneys’ fees) incurred in connection with or arising from the following, except f or out of any injury loss or damage to persons Items, Contents or property on or about the Facilities Premises to the extent caused such loss or damage is covered by the gross negligence insurance. This waiver of subrogation shall be in addition to, and not in limitation or willful misconduct of NMBC: (a) the use of the Facilities by the User or its agents; (b) derogation of, any activityother waiver, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissionsrelease, or negligence limitation of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of liability contained in this Agreement or with respect to any lawsloss of, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on the Items, Contents or property Premises. Inasmuch as the above waiver will preclude the assignment of any aforesaid claim for loss of, or damage to the Items, Contents or Premises by way of subrogation to an insurance company, Customer agrees to immediately furnish its insurers with written notice of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability terms of said xxxxxx, and to have all applicable insurance policies properly endorsed, if necessary, to prevent the invalidation of said insurance coverage with a minimum by reason of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed said waiver of liability (“Waiver subrogation. All insurance policies covering Items that Customer has or shall procure shall contain a waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiessubrogation in favor of G&W. Customer shall furnish G&W with all applicable insurance policies on request.

INDEMNITY AND HOLD HARMLESS. NMBC shall not be liable for any damage toSupplier must indemnify, removal ofdefend, or loss of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable forsave, and to the extent permitted by law the User will indemnify hold Sourcewell and hold its Participating Entities, including their agents and employees, harmless the Indemnitees, from and against, any and all loss, costs, demands, claims, claims or causes of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, including attorneys’ fees) fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in connection with the performance of this Contract by the Supplier or arising from the following, except f its agents or any employees; this indemnification includes injury or damage death to persons person(s) or property on alleged to have been caused by some defect in the Equipment, Products, or about the Facilities Services under this Contract to the extent caused the Equipment, Product, or Service has been used according to its specifications. Sourcewell’s responsibility will be governed by the gross negligence or willful misconduct State of NMBCMinnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. LIMITATION OF LIABILITY: IN NO EVENT SHALL SUPPLIER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, COSTS FOR PROCUREMENT OF SUBSTITUTE SERVICES OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, USE, OR BUSINESS INTERRUPTION IN CURRED BY SOURCEWELL OR ANY THIRD PARTY, WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUPPLIER’S ENTIRE LIABILITY HEREUNDER AND SOURCEWELL’S EXCLUSIVE REMEDY FOR DAMAGES FROM ANY CAUSE WHATSOEVER, INCLUDING BUT NOT LIMITED TO, NONPERFORMANCE OR MISREPRESENTATION, AND REGARDLESS OF THE FORM OF ACTIONS, SHALL BE LIMITED TO PROVEN DIRECT DAMAGES. SUPPLIER SHALL NOT BE LIABLE TO SOURCEWELL OR TO ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES ARISING OUT OF OR RELATING TO: (aI) the use of the Facilities by the User or its agentsINTEROPERABILITY, INTERACTION, ACCESS, O RINTERCONNECTION PROBLEMS WITH APPLICATIONS, EQUIPMENT, PROFESSINAL SERVICES, CONTENT OR NETWORKS PROVIDED BY SOURCEWELL OR THIRD PARTIES; (bII) any activitySERVICE INTERRUPTIONS OR LOST OR ALTERED MESSAGES OR TRANSMISSIONS, work or thing done, per- mitted or suffered by the User or its agents in or about the FacilitiesEXCEPT AS OTHERWISE PROVIDED IN THE APPLICABLE SOW; (cIII) any actsUNAUTHORIZED ACCESS TO, omissionsOR THEFT, or negligence of the User or its agentsALTERATION, LOSS, DEGRADATION, DAMAGE OR DESTRUCTION FO, SOURCEWELL’S, ITS USERS’ OR THIRD PARTIES’ APPLICATIONS, CONTENT, DATA, PROGRAMS, INCOFRMATION, NETWORK OR SYSTEMS, WHETHER ON-PREMISES OR CLOUD-BASED (ALL OF THE FOREGOING OF SOURCEWELL, ITS USERS OR THIRD PARTIES IS COLLECTIVELY REFERRED TO HEREINAFTER AS THE ”SOURCEWELL COMPUTER SYSTEMS”), OR LOSS OF ACCESS THERETO, THROUGH ANY MANNER OR METHOD, INCLUDING, WITHOUT LIMITATION, ANY HARMFUL PROGRAM, CODE OR ATTACH; (dIV) any breach by the User or its agents of any terms or conditions of this Agreement or any lawsA BREACH IN THE SECUIRTY OF ANY OF SOURCEWELL COMPUTER SYSTEMS; (V) THE INTEGRITY OR AUTHENTICITY OF SOURCEWELL’S ITS USERS’ OR THIRD PARTIES’ CONTENT, rul esDATA, or regulations of governmental authorities with jurisdiction over the facilities; and OR INFORMATION (eVI) any injury or damage to pers on or property of the User or its agents. IN ADDITION TO ANY RESPONSIBILITIES SPECIFIED IN AN SOW, SOURCEWELL SHALL ESTABLISH, IMPELMENT AND MAINTAIN ITS OWN (i) PROCEDURES FOR THE FOREGOING INDEMNITY RECONSTRUCTION OF LOST OR ALTERED FILES, BACKUP OR SAVING OF DATA OR PROGRAMS, AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE (ii) ORGANIZATIONAL SECURITY PROTOCOLS AND GOVERNANCE CONSISTENT WITH INDUSTRY PRACTICES GOVERNING SOURCEWELL’S, ITS EMPLOYEES, SUBCONTRACTORS, OR THIRD PARTIES’ ACCESS AND USE OF THE INDEMNITEES SOURCEWELL COMPUTER SYSTEMS, OR (VII) SOURCEWELL’S FAILURE TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesIMPLEMENT ANY SECURITY RECOMMENDATIONS MADE BY SUPPLIER.

INDEMNITY AND HOLD HARMLESS. NMBC Tenant shall indemnify and hold harmless Landlord against and from any and all claims arising out of Tenant's use of the Demised Premises for the conduct of its business or from any activity, work or other thing done, permitted, or suffered by the Tenant in and about the Building, and shall further indemnify and hold harmless Landlord against and from any and all claims arising from any breach or default in the performance of any obligation on Tenant's part to be performed under the terms of this Lease or arising from any negligence of Tenant, or any officer, agent, employee, guest, or invitee of Tenant, and from all costs, attorneys' fees, expenses, and liabilities incurred in connection with any such claim or any action or proceeding brought thereon, and in case any action or proceeding be brought against Landlord by reason of any such claim, Tenant, upon notice from Landlord, shall defend the same at Tenant's expense by counsel reasonably satisfactory to Landlord, Tenant hereby assumes all risk of damage to property or injury to persons in, upon, or about the Demised Premises from any cause other than Landlord's negligence, and Tenant hereby waives all claims in respect thereof against Landlord, In addition, Landlord shall indemnify and hold harmless Tenant, or any officer, agent, employee, guest, or invitee of Tenant, against and from any and all claims arising out of the use of the common areas in the vicinity of the Building by persons other than Tenant, or any officer, agent, employee, guest, or invitee of Tenant, and shall further indemnify and hold harmless Tenant against and from any and all claims arising from any breach or default in the performance of any obligation on Landlord's part to be performed under the terms of this Lease or arising from any negligence of Landlord, or any officer, agent, employee, guest or invitee of Landlord, and from all cost, attorneys' fees, expenses, and liabilities incurred in connection with any claim or any action or proceeding brought thereon. Landlord, its agents, and its employees, shall not be liable for any damage to, removal ofto property entrusted to employees of the Building or for loss or damage to any property by theft or otherwise, or loss of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, from and against, any and all loss, costs, demands, claims, causes of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, attorneys’ fees) incurred in connection with or arising from the following, except f or for any injury to or damage to persons or property on resulting from fire, smoke, explosion, falling ceilings or about wall coverings, gas leakage, electrical malfunction or failure, dampness, water or rain which may leak from any part of the Facilities to Building or from pipes, appliances, or plumbing works therein or from the extent roof, street, or subsurface or from any other place or resulting from any other cause whatsoever, unless caused by the gross negligence or willful misconduct of NMBC: (a) the use of the Facilities by the User or Landlord, its agents; (b) any activityagent, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissionsservants, or negligence employees. Tenant shall give prompt notice to Landlord in case of fire or accidents in the User Demised Premises or its agents; (d) any breach by in the User Building or its agents of any terms defects therein or conditions of this Agreement in the fixtures or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesequipment thereof.

INDEMNITY AND HOLD HARMLESS. NMBC For the purpose of this Section 15 (Indemnity and Hold Harmless) only, “NBU Parties” shall mean NBU, its directors, officers, agents and employees, contractors and subcontractors, assignees, subsidiaries and affiliates, and each of them, “Itron Parties” shall mean Itron, its directors, offices, agents and employees, contractors and subcontractors at any tier, and the subcontractor’s directors, officers, agents and employees, and “Anixter Parties” shall mean Anixter, its directors, officers, agents and employees, contractors and subcontractors at any tier, and the subcontractor’s directors, officers, agents and employees, and “Claims” shall mean claims, demands, suits or causes of action. The Parties obligations under this Section 15 (Indemnity and Hold Harmless) shall not be liable limited to their respective insurance coverage. a) Subject to Section 23 (Limitation of Liability) hereof, Anixter shall indemnify NBU Parties for any damage to, removal of, or loss of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, from and against, any and all lossloss or liability, costs, demands, claims, causes including the costs of action, fines, penalties, damages, liabilitiessettlements, judgments, damages and direct expense including reasonable attorney’s fees, costs and expenses (including, without limitation, attorneys’ fees) incurred in connection with or arising from the followingClaims, except f at law or any injury in equity, whether based on statute or damage regulation or on theories of contract, tort, strict liability, or otherwise, which are brought against one or more NBU Parties by or on behalf of persons other than NBU Parties involving injuries or damages to persons or property on arising from or about in any manner relating to negligent acts or omissions of Anixter Parties in the Facilities performance of the duties of Anixter under this Agreement. Anixter shall defend at its own expense, with counsel of its choosing, but reasonably acceptable to NBU, any suit or action brought against NBU Parties based upon such Claims. Anixter shall also indemnify NBU Parties for any and all loss or liability for fines, fees or penalties for violations of any statutes, regulations, rules, ordinances, codes or standards arising from or relating to acts or omissions of Anixter Parties in the performance of the duties of Anixter under this Agreement. Anixter’s obligations under Subsection (a) of this Section 15 (Indemnity and Hold Harmless) shall be reduced to the extent caused by of the gross negligence or willful misconduct of NMBC: NBU Parties. b) To the maximum extent permitted by law and subject to Section 23 (aLimitation of Liability) hereof, Purchaser shall indemnify Anixter Parties for any and all loss or liability, including the use costs of settlements, judgments, damages and direct expense including reasonable attorney’s fees, costs and expenses arising from Claims, at law or in equity, whether based on statute or regulation or on theories of contract, tort, strict liability, or otherwise, which are brought by or on behalf of persons other than Anixter Parties for injuries or damages to persons or property arising from or in any manner relating to negligent acts or omissions of NBU Parties in the performance of the Facilities duties of NBU under this Agreement. To the maximum extent permitted by law, Purchaser shall also indemnify Anixter Parties for any and all loss or liability for fines, fees or penalties for violations of any statutes, regulations, rules, ordinances, codes or standards applicable to this Agreement arising from or relating to acts or omissions of NBU Parties in the User or its agents; performance of the duties of NBU under this Agreement. NBU’s obligations under Subsection (b) any activity, work or thing done, per- mitted or suffered by of this Section 15 (Indemnity and Hold Harmless) shall be reduced to the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence extent of the User negligence or its agents; (d) any breach by the User or its agents willful misconduct of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesAnixter Parties.

INDEMNITY AND HOLD HARMLESS. NMBC All services in connection with this Agreement shall not be liable for any damage toat the risk of Contractor, removal ofexclusively. To the fullest extent allowed by law, or loss of any property of User or its Agents occasioned by any theftContractor shall indemnify, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt defend (with legal counsel reasonably satisfactory to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, DSDP and the “Indemnitees”Clean and Safe Program) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, Indemnitees (defined below) from and against, against any and all lossClaims (as defined below). The Contractor’s obligation to defend and indemnify shall be triggered by the assertion of a Claim against any Indemnitee and shall apply whether or not the Contractor or any of the Contractor parties was negligent or otherwise at fault and whether or not the Claim has any merit. However, coststhe Contractor shall not be obligated under this Agreement to indemnify any Indemnitee for any Claims arising from the sole negligence or willful misconduct of that Indemnitee. The Contractor’s obligation shall also include Claims based on duties, demandsobligations, claimsor liabilities imposed on the Indemnitees by statute, causes ordinance, regulation, or other law. The indemnification obligation hereunder shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for Contractor or any Contractor Parties under works’ or xxxxxxx’x compensation acts, disability benefit acts, or other employee benefit acts. For purposes of this Section, (a) a “Claim” is any claim, demand, obligation, cause of action, finesdamage, penaltiesloss, damagesliability, liabilitiesmechanic’s lien, judgments, and expenses cost or expense (including, without limitation, attorneys’ feesattorney’s fees and costs and other litigation, mediation, or judicial reference expenses) incurred whether based on tort, contract, or equitable principles, in connection any way rising from or in any way connected with the performance or arising from the following, except f or any injury or damage to persons or property on or about the Facilities to the extent caused nonperformance of this Agreement by the gross negligence or willful misconduct of NMBC: (a) the use of the Facilities by the User Contractor’s or its employees, agents; , independent contractors, suppliers, subcontractors, officers, directors, shareholders, representatives, affiliates, successors or assigns (collectively, “Contractor Parties”), and (b) any activitythe “Indemnitees” are DSDP and the City of San Diego, work or thing donetheir members, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any actsmanagers, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insuranceshareholder, and if requestedaffiliates, will add and the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver officers, directors, insurers, representatives, agents, employees, successors and assigns of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesall such parties.

INDEMNITY AND HOLD HARMLESS. NMBC A. Subject to the terms and conditions of this Contract, Supplier shall not be liable for any damage toindemnify, removal ofdefend, or loss of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable forsave, and to the extent permitted by law the User will indemnify hold Sourcewell and hold its Participating Entities, including their agents and employees, harmless the Indemnitees, from and against, any and all loss, costs, demands, claims, claims or causes of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, including reasonable attorneys’ fees) fees incurred in connection with by Sourcewell or arising from the followingits Participating Entities, except f or any brought by a third party for bodily injury or damage to persons physical property to the extent caused by any negligent act or property on omission in the performance of this Contract by the Supplier or about its agents or employees. Notwithstanding the Facilities foregoing or anything to the contrary in this Contract, Supplier shall have no liability to Sourcewell or any Participating Entity for any claim or cause of action to the extent caused by the gross negligence of Sourcewell or willful misconduct any Participating Entity. Sourcewell’s responsibility will be governed by the State of NMBC: Minnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. B. SUBJECT TO SECTION 11.C below, (a) the use of the Facilities by the User or its agents; IN NO EVENT WILL SUPPLIER, THE MANUFACTURER OF THE EQUIPMENT OR PRODUCTS, ITS COMPONENT SUPPLIERS, NOR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, OR AGENTS (THE "SUPPLIER PARTIES"), BE LIABLE FOR ANY LOSS OF PROFITS, OR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, , AND (b) any activityTHE MAXIMUM AGGREGATE LIABILITY, work or thing doneIF ANY, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES SUPPLIER PARTIES FOR ALL DIRECT DAMAGES, WITH RESPECT TO ANY EQUIPMENT, PRODUCTS OR SERVICES, IS LIMITED TO AN AMOUNT NOT TO EXCEED THE EXTENT THAT THE NEGLIGENCE PRICE OF THE INDEMNITEES PARTICULAR EQUIPMENT, PRODUCTS OR SERVICES. C. THE LIMITATIONS IN SECTION 11.B SHALL NOT APPLY TO ANY THIRD-PARTY CLAIM FOR BODILY INJURY OR DAMAGE TO TANGIBLE PROPERTY THAT IS BASED UPON A FAILURE OF THE IN- DEMNITEES SUBJECT TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilities.INDEMNIFICATION BY SUPPLIER UNDER SECTION 11.A.

INDEMNITY AND HOLD HARMLESS. NMBC shall not be liable for 1. The MCAH and NORTH CAROLINA GOVERNANCE COMMITTEE, the LOCAL CONTINUIM OR CARE (COC), AND THE LOCAL SYSTEM ADMINISTRATOR (LSA) AGENCY make no warranties, expressed or implied. The Agency, at all times, will indemnify and hold MCAH/NORTH CAROLINA GOVERNANCE COMMITTEE/LOCAL COC/LSA AGENCY and their respective directors, officers, shareholders, members, managers, partners, employees, contractors and agents harmless from any damage todamages, removal ofliabilities, claims, and expenses (including costs and reasonable attorneys’ fees) asserted by any third party against any of the foregoing and resulting from or related to the Agency’s (including its directors, officers, shareholders, members, managers, partners, employees, contractors and agents) or client’s use of the NC HMIS; or arising from any acts, omissions, neglect, or loss fault of the Agency or its agents, employees, licensees, or clients; or arising from the Agency's failure to comply with laws, statutes, ordinances, or regulations applicable to it or the conduct of its business; or arising from any the breach by the Agency, its its agents, employees, licensees of any property covenant or obligation under this Agreement. 2. The Agency specifically agrees that the Agency will defend, indemnify and hold MCAH/NORTH CAROLINA GOVERNANCE COMMITTEE/LOCAL COC/LSA AGENCY and their respective directors, officers, shareholders, members, managers, partners, employees, contractors and agents harmless from and against any claims that clients' privacy has been violated in some respect, directly or indirectly, through the Agency’s use or misuse of User or its Agents occasioned by any theft, burglary, larceny or vandalism the NC HMIS 3. The Agency agrees that it will restrict the use of any kindand all client information as provided in applicable laws and the Agency assumes full responsibility for ensuring the appropriateness of using and relying upon the client information stored in, generated or provided by the NC HMIS in view of all attendant circumstances, indications, and contraindications. The User Accordingly, the Agency specifically agrees that the Agency will neither defend, indemnify and hold nor attempt to hold Hope or its management, agents, representatives, MCAH/NORTH CAROLINA GOVERNANCE COMMITTEE/LOCAL COC/LSA AGENCY and their respective directors, officers officers, shareholders, members, managers, partners, employees, contractors and agents harmless from and against any claims arising out of or employees (collectivelyrelated to client information stored in, generated or provided by the “Indemnitees”) liable forNC HMIS, and to the extent permitted such claims arise from the Ageny’s actions or inactions, intentional or otherwise. 4. This Agency will also hold MCAH/NORTH CAROLINA GOVERNANCE COMMITTEE/LOCAL COC/LSA AGENCY and their respective directors, officers, shareholders, members, managers, partners, employees, contractors and agents harmless for loss or damage resulting in the loss of data due to delays, nondeliveries, mis-deliveries, or service interruption caused by law Xxxxxx Information Systems, by the User will Agency's or other member agency's negligence or errors or omissions, as well as natural disasters, technological difficulties, and/ or acts of God. 5. The Agency agrees to keep in force a comprehensive general liability insurance policy with combined single limit coverage of not less than five hundred thousand dollars ($500,000). Said insurance policy shall include coverage for theft or damage of the Agency's NC HMIS- related hardware and software, as well as coverage of Agency's indemnification obligations under this agreement. The Agency, if self-insured, may provide a letter stating such coverage in lieu of providing a commercial policy. 6. The MCAH / NORTH CAROLINA GOVERNANCE COMMITTEE/Local COC/LSA AGENCY shall indemnify and hold harmless the IndemniteesAgency, its directors, officers, shareholders, members, managers, partners, employees, contractors , elected officials and agents from and against, any and all loss, costs, demands, claims, causes of action, fines, penalties, damages, liabilities, judgmentsclaims, and expenses (including, without limitation, including costs and reasonable attorneys’ fees) incurred in connection with asserted by any third party against the Agency arising out of or arising resulting, directly or indirectly, from the following, except f or any injury or damage to persons or property on or about the Facilities related to the extent caused by the gross negligence or willful misconduct of NMBC: (a) the use of the Facilities by the User or its agents; (b) any activity, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, negligence, fault of MCAH / NORTH CAROLINA GOVERNANCE COMMITTEE/Local COC/LSA AGENCY (including its directors, officers, shareholders, members, managers, partners, employees, contractors and agents) including any acts or negligence omissions arising out of the User Agency’s adherence to any training or its agents; (d) guidance provided by MCAH or the North Carolina Governance Committee to the Agency. 7. Provisions of Section VII shall survive any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property termination of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Participation Agreement”) by groups or individuals desiring to use the facilities.

INDEMNITY AND HOLD HARMLESS. NMBC Hope shall not be liable for any damage to, removal of, or loss of any property of User or its Agents occasioned by any theft, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, from and against, any and all loss, costs, demands, claims, causes of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, attorneys’ fees) incurred in connection with or arising from the following, except f or for any injury or damage to persons or property on or about the Facilities to the extent caused by the gross negligence or willful misconduct of NMBCHope: (a) the use of the Facilities by the User or its agents; (b) any activity, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul esrules, or regulations regula- tions of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on person or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O TO THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S AGENTS IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilities.

INDEMNITY AND HOLD HARMLESS. NMBC All services in connection with this Agreement shall not be liable for any damage toat the risk of Contractor, removal ofexclusively. To the fullest extent allowed by law, or loss of any property of User or its Agents occasioned by any theftContractor shall indemnify, burglary, larceny or vandalism of any kind. The User will neither hold nor attempt defend (with legal counsel reasonably satisfactory to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, DSDP and the “Indemnitees”Clean and Safe Program) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, Indemnitees (defined below) from and against, against any and all lossClaims (as defined below). Contractor’s obligation to defend and indemnify shall be triggered by the assertion of a Claim against any Indemnitee and shall apply whether or not the Contractor or any of the Contractor parties was negligent or otherwise at fault and whether or not the Claim has any merit. However, costsContractor shall not be obligated under this Agreement to indemnify any Indemnitee for any Claims arising from the sole negligence or willful misconduct of that Indemnitee. Contractor’s obligation shall also include Claims based on duties, demandsobligations, claimsor liabilities imposed on the Indemnitees by statute, causes ordinance, regulation, or other law. The indemnification obligation hereunder shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for Contractor or any Contractor Parties under works’ or xxxxxxx’x compensation acts, disability benefit acts or other employee benefit acts. For purposes of this Section, (a) a “Claim” is any claim, demand, obligation, cause of action, finesdamage, penaltiesloss, damagesliability, liabilitiesmechanic’s lien, judgments, and expenses cost or expense (including, without limitation, attorneys’ feesattorney’s fees and costs and other litigation, mediation, or judicial reference expenses) incurred whether based on tort, contract, or equitable principles, in connection any way rising from or in any way connected with the performance or arising from the following, except f or any injury or damage to persons or property on or about the Facilities to the extent caused nonperformance of this Agreement by the gross negligence or willful misconduct of NMBC: (a) the use of the Facilities by the User Contractor’s or its employees, agents; , independent contractors, suppliers, subcontractors, officers, directors, shareholders, representatives, affiliates, successors or assigns (collectively, “Contractor Parties”), and (b) any activitythe “Indemnitees” are DSDP and the City of San Diego, work or thing donetheir members, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any actsmanagers, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insuranceshareholder, and if requestedaffiliates, will add and the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver officers, directors, insurers, representatives, agents, employees, successors and assigns of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesall such parties.

INDEMNITY AND HOLD HARMLESS. NMBC Tenant shall indemnify, defend and hold Landlord and Owner harmless against any and all claims, demands, suits, judgments or sums of money (including attorneys’ fees, costs and expenses of litigation) to any party accruing against Landlord and/or Owner, including but not be liable for any damage limited to, removal ofcontamination by hazardous substances, environmental damage or loss of any property of User or its Agents occasioned by any theftotherwise, burglaryoccasioned, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its management, agents, representatives, directors, officers or employees (collectively, the “Indemnitees”) liable for, and to the extent permitted caused by law the User will indemnify and hold harmless the IndemniteesXxxxxx, from and against, any and all loss, costs, demands, claims, causes loss of action, fines, penalties, damages, liabilities, judgments, and expenses (including, without limitation, attorneys’ fees) incurred in connection with life or arising from the following, except f personal or any bodily injury or damage to persons or property on growing out of or about resulting from, or by reason of any act and/or omission of Tenant, its agents, officers, servants, employees, contractors, lessees or sublessees, or resulting or arising from or in connection with Xxxxxx's use of the Facilities Leased Premises pursuant to this Lease Agreement. Tenant shall also hold Landlord and Owner harmless against any and all claims and/or liens for labor, services or materials furnished to Tenant in connection with Xxxxxx's use of the Leased Premises pursuant to this Lease Agreement, except to the extent caused by Landlord or Owner. Landlord and Owner shall indemnify, defend and hold Tenant harmless against any and all claims, demands, suits, judgments or sums of money (including attorneys’ fees, costs and expenses of litigation) to any party accruing against Tenant, including but not limited to, contamination by hazardous substances, environmental damage or otherwise, occasioned, to the gross negligence extent caused by Landlord or willful misconduct Owner, loss of NMBC: (a) the use of the Facilities by the User life or its agents; (b) any activity, work personal or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions of this Agreement or any laws, rul es, or regulations of governmental authorities with jurisdiction over the facilities; and (e) any bodily injury or damage to pers on persons or property growing out of or resulting from, or by reason of any act and/or omission of Landlord or Owner, their agents, officers, servants, employees, contractors, lessees or sublessees, or resulting or arising from or in connection with Xxxxxxxx’s operation of the User Leased Premises pursuant to this Lease Agreement. Landlord and Owner shall also hold Tenant harmless against any and all claims for any labor, services or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage materials furnished to Landlord and/or Owner in connection with a minimum Landlord’s operation of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon requestthe Leased Premises pursuant to this Lease Agreement, User will provide except to the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made extent caused by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless Agreement”) by groups or individuals desiring to use the facilitiesTenant.

INDEMNITY AND HOLD HARMLESS. NMBC A. DCL shall not be liable for any damage toand does hereby release, removal ofindemnify, or loss of any property of User or defend and hold harmless CUSTOMER, its Agents occasioned by any theftparent, burglaryofficers, larceny or vandalism of any kind. The User will neither hold nor attempt to hold Hope or its managementdirectors, agents, representativesemployees, directorsmembers, officers or employees managers, subsidiaries, affiliates and successors (collectively, the hereinafter collectively referred to as “CUSTOMER Indemnitees”) liable for, and to the extent permitted by law the User will indemnify and hold harmless the Indemnitees, from and against, against any and all lossliability, costsclaims, demands, claimslosses, suits, liens, causes of action, fines, penalties, damages, liabilities, judgments, action of every kind and expenses (character and the costs thereof including, without limitation, court costs, any other litigation expenses, attorneys’ fees, settlements and judgments, for personal injury (including, but not limited to, claims, demands, or suits for bodily injuries, emotional and psychological injuries, illnesses, diseases, death, loss of services, loss of society, diminished earnings capacity, maintenance and cure, wages or worker's compensation) incurred or property loss or damage which may be brought against CUSTOMER Indemnitees by DCL, DCL’s invitees, DCL’s representatives, DCL’s contractors, DCL’s subcontractors, or their respective employees, officers, or agents, and which are alleged to arise out of, in connection with with, or arising result from the followingEquipment. DCL agrees to defend and indemnify CUSTOMER Indemnitees whether the suit or claims are occasioned, except f brought about, or caused in whole or in part by the negligence, fault or strict liability of CUSTOMER Indemnitees. DCL also agrees to indemnify the CUSTOMER Indemnitees for all costs, expenses and attorney’s fees incurred by DCL Indemnitees in the enforcement of this paragraph. B. CUSTOMER shall and does hereby release, indemnify, defend and hold harmless DCL, its parent, officers, directors, agents, employees, members, managers, subsidiaries, affiliates and successors (hereinafter collectively referred to as "DCL Indemnitees") against any and all liability, claims, demands, losses, suits, liens, causes of action of every kind and character and the costs thereof including, without limitation, court costs, any other litigation expenses, attorney’s fees, settlements and judgments, for personal injury (including, but not limited to, claims, demands, or suits for bodily injuries, emotional and psychological injuries, illnesses, diseases, death, loss of services, loss of society, diminished earnings capacity, maintenance and cure, wages or worker's compensation) or property loss or damage which may be brought against DCL Indemnitees by CUSTOMER, CUSTOMER’s invitees, CUSTOMER’s representatives, CUSTOMER’s contractors, CUSTOMER’s charterers, CUSTOMER’s insurers or their respective employees, officers, principals, or agents, and which are alleged to persons arise out of, in connection with, or property on result from the Equipment. CUSTOMER agrees to defend and indemnify DCL Indemnitees whether the suit or about the Facilities to the extent claims are occasioned, brought about, or caused in whole or in part by the gross negligence negligence, fault or willful misconduct strict liability of NMBC: (a) DCL Indemnitees. CUSTOMER also agrees to indemnify the use of DCL Indemnitees for all costs, expenses and attorneys’ fees incurred by DCL Indemnitees in the Facilities by the User or its agents; (b) any activity, work or thing done, per- mitted or suffered by the User or its agents in or about the Facilities; (c) any acts, omissions, or negligence of the User or its agents; (d) any breach by the User or its agents of any terms or conditions enforcement of this Agreement or any laws, rul es, or regulations paragraph. C. The indemnification provisions set forth in this Article shall survive termination of governmental authorities with jurisdiction over the facilities; and (e) any injury or damage to pers on or property of the User or its agents. THE FOREGOING INDEMNITY AND HOLD HARMLESS AGREEMENT SHALL APPLY T O THE NEGLIGENCE OF THE INDEMNITEES TO THE EXTENT THAT THE NEGLIGENCE OF THE INDEMNITEES IS BASED UPON A FAILURE OF THE IN- DEMNITEES TO SUPERVISE OR MONITOR THE ACTIVITIES OF THE USER OR ITS AGENT S IN OR ABOUT THE FACILITIES OR THE FAILURE OF HOPE TO ENFORCE THE PROVISIONS OF THIS AGREEMENT. INSURANCE The User represents that it carries standard general liability insurance coverage with a minimum of $1,000,000 per occurrence and $2,000,000 general aggregate. Upon request, User will provide the church with proof of liability insurance, and if requested, will add the church as an additional insured under User’s general liability p olicy. Exceptions may be made by the TRUSTEE BOARD to instead accept a signed waiver of liability (“Waiver of Liability and Hold Harmless this Master Purchase Agreement”) by groups or individuals desiring to use the facilities.