INDEMNITY AND RISK OF LOSS Sample Clauses

INDEMNITY AND RISK OF LOSS. 16 5.1 Indemnity...................................................16 5.2
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INDEMNITY AND RISK OF LOSS. 19.1 Tenant will save and hold Landlord harmless from all loss, damage, liability or expense resulting from any injury to any person or property including the Premises or Property, caused by or resulting from any act or omission of Tenant, its employees, customers or suppliers except to the extent that the loss is covered by insurance maintained by Landlord or Tenant and subrogation is waived under this Lease. Tenant's obligation to indemnify Landlord under this paragraph includes an obligation to indemnify for losses resulting from death or injury to Tenant's employees, and Tenant accordingly hereby waives any and all immunities it now has or hereafter may have under any Industrial Insurance Act, or other worker's compensation, disability benefit or other similar act which would otherwise be applicable in the case of such a claim. The parties acknowledge that the foregoing provisions of this paragraph have been specifically and mutually negotiated between the parties.
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INDEMNITY AND RISK OF LOSS. (a) Tenant agrees to indemnify and save Landlord harmless against, and Landlord shall not be liable to Tenant for, any and all claims, demands, damages, costs and expenses, including reasonable attorney's fees and whether for damages to persons, property or reputation, arising from the conduct or management of the business conducted by Tenant in the Demised Premises or occurring in the Demised Premises, including the Common Areas, or from a breach of or default on the part of Tenant in the performance of any covenant or agreement on the part of Tenant to be performed pursuant to the terms of this Lease, or from any act or negligence of Tenant, its agents, contractors, servants, employees, sub-tenants, concessionaires or licensees, in or about the Demised Premises, the sidewalks adjoining the same, the loading area allocated to the use of Tenant and the Common Areas. In case of any action or proceeding brought against Landlord by reason of any such claim, upon notice from Landlord, Tenant covenants to defend such action or proceeding utilizing counsel reasonably satisfactory to Landlord.
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INDEMNITY AND RISK OF LOSS. SELLER shall indemnify and hold BUYER harmless from and against all costs, expenses, attorneys’ fees, liens, judgments, claims, demands and causes of action whatsoever relating directly or indirectly to the ownership of the Leasehold Interests prior to the Closing Date, whether such fees, liens, judgments, claims, demands and causes of action (including, but not limited to all environmental matters) arise before or after the Closing date. Risk of loss only as to ownership of the Leasehold Interests that arises after the Closing date shall pass from SELLER to BUYER at Closing.
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INDEMNITY AND RISK OF LOSS. A. Until such time as the Equipment is returned and delivered to Lessor or its designee and accepted by Lessor, Lessee shall, at its sole expense, procure and maintain in force at all times (a) insurance naming Lessor as an additional insured, protecting against liability for bodily injury and property damage resulting from the ownership, installation, functioning, operation, presence, use or possession of the Equipment or any part thereof, in such amounts as shall be reasonably acceptable to Lessor, and (b) insurance against loss, theft, damage or destruction of the Equipment from any cause, and against such other risks, including flood, as Lessor may direct, in an amount not less than the aggregate amount of the total rental payments due hereunder for the Term or for the Lessor's full list price of the Equipment, whichever amount is greater, with loss payable to Lessor or its assignee as their interests may appear, and with such insurance companies as Lessor shall reasonably approve. Payments made by Lessee pursuant to this Clause 9 hereof may not be charged as a cost of Lessee in accordance with Section 3.2(b) of the Manufacturing Agreement. All policies shall provide that they cannot be amended without the consent of Lessor or its assignees. All policies and endorsements, or certificates thereof, shall be promptly furnished to Lessor. At least thirty (30) days prior to the expiration of the then current policy term, renewal policies and endorsements, or certificates thereof, shall be provided to Lessor. Each insurer shall agree in writing to give Lessor or its assignee thirty (30) days prior written notice of the effective date of any alteration or cancellation of such policy. In the event Lessee fails to procure or maintain said insurance as hereinbefore specified, Lessor shall have the right, but shall not be obligated, to effect such insurance. In that event, the cost thereof shall be repayable to Lessor with the next rental payment due, and failure to repay the same shall carry with it the same consequence as failure to pay any rental payment.
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INDEMNITY AND RISK OF LOSS a) NSPI shall not be liable for any loss, damage, or injury, including but not limited to death, relating to this Agreement or the operation of the Facility except to the extent that such loss, damage, or injury may be attributed to the negligence or willful misconduct of NSPI.
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INDEMNITY AND RISK OF LOSS 
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Related to INDEMNITY AND RISK OF LOSS

  • Insurance and Risk of Loss All risk of loss, damage to or destruction of the Collateral shall at all times be on Debtor. Debtor will procure forthwith and maintain at Debtor's expense insurance against all risks of loss or physical damage to the Collateral for the full insurable value thereof for the life of this Security Agreement, and shall promptly deliver to Secured Party a Certificate of Insurance reflecting the aforesaid and showing loss payable to Secured Party; and providing Secured Party with not less than 30 days written notice of cancellation; each such policy shall be with insurance carriers satisfactory to Secured Party; Secured Party's acceptance of policies in lesser amounts or risks shall not be a waiver of Debtor's foregoing obligations. As to Secured Party's interest in such policy, no act or omission of Debtor or any of its officers, agents, employees or representatives shall affect the obligations of the insurer to pay the full amount of any loss. Debtor hereby assigns to Secured Party any monies which may become payable under any such policy of insurance and if an event of default has occurred and is continuing hereunder, then Debtor irrevocably constitutes and appoints Secured Party as Debtor's attorney in fact (a) to make, settle and adjust claims under each policy of insurance, (b) to make claims for any monies which may become payable under such and other insurance on the Collateral including returned or unearned premiums, and (c) to endorse Debtor's name on any check, draft or other instrument received in payment of claims or returned or unearned premiums under each policy and to apply the funds to the payment of the indebtedness owing to Secured Party; provided, however, Secured Party is under no obligation to do any of the foregoing; and provided further however, if an event of default has not occurred and is not continuing hereunder, then Debtor is permitted to handle all insurance claims. Debtor shall provide to Secured Party a true copy of each insurance policy. Should Debtor fail to maintain such policy in full force and provide evidence thereof to Secured Party, or to pay any premium in whole or in part relating thereto, then Secured Party, without waiving or releasing any default or obligation by Debtor, may (but shall be under no obligation to) obtain and maintain insurance and pay the premium therefor on behalf of Debtor and charge the premium to Debtor's indebtedness under this Security Agreement. The full amount of any such premium paid by Secured Party shall be payable by Debtor upon demand, and failure to pay same shall constitute an event of default under this Security Agreement.

  • Insurance; Risk of Loss Seller shall, and shall cause the Companies to, keep insurance policies or self-insured retentions currently maintained for the benefit of the Companies covering their business, assets and current or former employees and the Contributed Assets, as the case may be (the “Insurance Coverage”), or suitable replacements therefor, in full force and effect through the close of business on the Closing Date. From and prior to the Closing Date, Seller agrees to take such actions as may be reasonably necessary not to voluntarily relinquish or terminate policies providing Insurance Coverage if doing so would adversely affect the availability of such Insurance Coverage. The availability of Insurance Coverage with respect to any claim shall be subject in all respects to Seller’s applicable deductibles, retention and similar limits. From and after the Closing Date, the Companies shall be solely responsible for all insurance coverage and related risk of loss based on claims pending as of the Closing Date and claims made after the Closing Date, without regard to when the event giving rise to any such claim occurred, with respect to the Companies and their business, assets and current or former employees. Notwithstanding the immediately preceding sentence, Seller and Buyer agree that all claims with respect to insured events relating to the Business occurring prior to the Closing will be administered in all material respects in accordance with the terms of the Insurance Coverage. Seller will use its reasonable best efforts to provide Buyer with the benefit of the Insurance Coverage with respect to such claims to the extent Losses occurring prior to the Closing related to the Business are covered notwithstanding the consummation of the Contemplated Transactions; provided that (a) such recovery will be net of any deductibles or self-insured retention amounts, costs of any retroactive insurance premiums or other amounts paid or expenses incurred in connection with any insured claims made after the Closing under the Insurance Coverage and (b) Seller shall have no obligation to Buyer or any Company hereunder to prioritize Company claims over other claims of Seller or any of its Affiliates. In the event of any failure by any insurer to satisfy any claim, Seller and its Affiliates shall have no liability or obligation to Buyer pursuant to this Section 8.5; provided, that the foregoing shall not preclude any liability of Seller for any breach by Seller of this Section 8.5. To the extent that after the Closing any party hereto requires any information regarding claim data, payroll or other information relating to the Companies in order to make filings with insurance carriers or regulators from another party hereto, such other party shall promptly supply such information. Notwithstanding anything to the contrary in this Section 8.5, nothing in this Section 8.5 shall require Seller or any of its Affiliates to expend money (other than customary legal advisor costs), commence or participate in any Proceeding or offer or grant any accommodation or concession (financial or otherwise) to any third party.

  • Title and Risk of Loss Notwithstanding the form of shipment, title or other property interest, risk of loss shall not pass from the Contractor to the Authorized User until the Products have been received, inspected and accepted by the receiving entity. Acceptance shall occur within a reasonable time or in accordance with such other defined acceptance period as may be specified in the Bid Specifications or Purchase Order. Mere acknowledgment by Authorized User personnel of the delivery or receipt of goods (e.g., signed xxxx of lading) shall not be deemed or construed as acceptance of the Products received. Any delivery of Product that is substandard or does not comply with the Bid Specifications or Contract terms and conditions, may be rejected or accepted on an adjusted price basis, as determined by the Commissioner.

  • Risk of Loss; Insurance A. Landlord and Tenant shall each be responsible for loss, damage, or injury caused by its own negligence or willful conduct.

  • Risk of Loss Matters of inspection and acceptance are addressed in section 215.422, F.S. Until acceptance, risk of loss or damage will remain with the Contractor. The Contractor will be responsible for filing, processing, and collecting all damage claims. To assist the Contractor with damage claims, the Customer will: record any evidence of visible damage on all copies of the delivering xxxxxxx’x xxxx of lading; report damages to the carrier and the Contractor; and provide the Contractor with a copy of the xxxxxxx’x xxxx of lading and damage inspection report.

  • Title; Risk of Loss Title to and risk of loss of the deliverables shall pass to the City only when the City actually receives and accepts the deliverables.

  • Indemnity and Liability Subject to Section 3.1, the Company shall (i) indemnify, exonerate and hold the Service Provider and each of its partners, shareholders, members, affiliates, directors, officers, fiduciaries, managers, controlling persons, employees, independent contractors and agents and each of the partners, shareholders, members, affiliates, directors, officers, fiduciaries, managers, controlling persons, employees, independent contractors and agents of each of the foregoing (collectively, the “Related Parties”) free and harmless from and against any and all actions, causes of action, suits, claims, liabilities, losses, damages and costs and out-of-pocket expenses in connection therewith (including attorneys’ fees and expenses) incurred by the Related Parties or any of them before or after the date of this Agreement (collectively, the “Indemnified Liabilities”), arising out of any action, cause of action, suit, arbitration, investigation or claim arising out of, or in any way relating to, (i) this Agreement, any transaction to which the Company is a party or any other circumstances with respect to the Company or (ii) the operations of, or the Services or Office Space provided by the Service Provider to, the Company, or any of its affiliates from time to time; provided, however, that the foregoing indemnification rights will not be available to the extent that any such Indemnified Liabilities arose on account of such Indemnitee’s gross negligence or willful misconduct; and provided, further, that if and to the extent that the foregoing undertaking may be unavailable or unenforceable for any reason, the Company hereby agrees to make the maximum contribution to the payment and satisfaction of each of the Indemnified Liabilities which is permissible under applicable law. For purposes of this Section 5.1, none of the circumstances described in the limitations contained in the two provisos in the immediately preceding sentence will be deemed to apply absent a final non-appealable judgment of a court of competent jurisdiction to such effect, in which case to the extent any such limitation is so determined to apply to any Indemnitee as to any previously advanced indemnity payments made by the Company, then such payments will be promptly repaid by such Indemnitee to the Company without interest. The rights of any Indemnitee to indemnification hereunder will be in addition to any other rights any such person may have under any other agreement or instrument to which such Indemnitee is or becomes a party or is or otherwise becomes a beneficiary or under law or regulation.

  • Indemnity and Subrogation In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.

  • Delivery, Title and Risk of Loss Unless otherwise specified on the EDDYFI quotation, delivery is FCA (Manufacturing Site). In any case, delivery and risk of loss is in accordance with INCOTERMS 2010. Title to products shall pass to the Customer upon full payment of the invoice(s). In the absence of specific instructions, goods will be shipped via the carrier EDDYFI deems most practical. No claim for error in shipment will be considered unless made within ten (10) days of Customer’s receipt of goods.

  • Indemnity and Hold Harmless Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys’ fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell’s responsibility will be governed by the State of Minnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law.

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