Indemnity by the Supplier Sample Clauses

Indemnity by the Supplier. Subject to clause 12.3, the Supplier indemnifies SPREP and continues to indemnify SPREP against, all: (a) Losses suffered or incurred by SPREP, including as the result of any claim made in relation to: (i) loss of or damage to third party property; or (ii) the injury, illness or death of a third party; (b) loss of or damage to SPREP’s property; or (c) Losses suffered or incurred by SPREP in dealing with any claim against SPREP, including legal costs and expenses on a solicitor / own client basis and the cost of time spent, resources used, or disbursements paid by SPREP, arising from: (d) any negligent, unlawful or wilful misconduct, default or omission by the Supplier (including any of its Personnel) in connection with this Agreement; (e) any breach by the Supplier (including any of its Personnel) of its obligations or warranties under this Agreement; (f) any use or disclosure by the Supplier (including its Personnel) of Personal Infor- mation or Confidential Information (or both, as the case may be) held or con- trolled in connection with this Agreement; or (g) an allegation that any Warranted Materials (including the use of any Warranted Materials by SPREP or its subcontractors or Personnel) infringe the Intellectual Property Rights or Moral Rights of the third party.

Indemnity by the Supplier. 22.2.1 Without limiting the generality of Clause 22.1, the Supplier shall fully indemnify, hold harmless and defend the Utility and the Utility Indemnified Persons from and against any and all loss and/or damages arising out of or with respect to: (a) failure of the Supplier to comply with Applicable Laws and Applicable Permits; (b) payment of taxes required to be made by the Supplier in respect of the income or other taxes of the Supplier‟s contractors, suppliers and representatives; or (c) non-payment of amounts due as a result of materials or services furnished to the Supplier or any of its contractors which are payable by the Supplier or any of its contractors. 22.2.2 Without limiting the generality of the provisions of this Article 22, the Supplier shall fully indemnify, hold harmless and defend the Utility Indemnified Persons from and against any and all suits, proceedings, actions, claims, demands, liabilities and damages which the Utility Indemnified Persons may hereafter suffer, or pay by reason of any demands, claims, suits or proceedings arising out of claims of infringement of any domestic or foreign patent rights, copyrights or other intellectual property, proprietary or confidentiality rights with respect to any materials, information, design or process used by the Supplier or by the Supplier‟s Contractors in performing the Supplier‟s obligations or in any way incorporated in or related to the Project. If in any such suit, action, claim or proceedings, a temporary restraint order or preliminary injunction is granted, the Supplier shall make every reasonable effort, by giving a satisfactory bond or otherwise, to secure the revocation or suspension of the injunction or restraint order. If, in any such suit, action, claim or proceedings, the Power Station, or any part thereof or comprised therein, is held to constitute an infringement and its use is permanently enjoined, the [Supplier shall if Supplier is NOT a Trading Licensee, or Supplier shall cause the Developer to” if Supplier is a Trading Licensee] promptly make every reasonable effort to secure for the Utility a licence, at no cost to the Utility, authorising continued use of the infringing work. If the [Supplier if Supplier is NOT a Trading Licensee, or Developer if Supplier is a Trading Licensee] is unable to secure such licence within a reasonable time, the [Supplier if Supplier is NOT a Trading Licensee, or Developer if Supplier is a Trading Licensee] shall, at its own expense, and wi...

Indemnity by the Supplier. Subject to Section 14.4 below, the Supplier hereby agrees to indemnify, defend and hold harmless the Purchaser and each Purchaser Affiliate who receives a Product subject to indemnity hereunder and their respective directors, officers, employees and agents (each a “Purchaser Indemnitee”) from and against all losses, damages, costs, penalties, liabilities (including strict liabilities), judgements, amounts paid in settlement, fines and expenses (including court costs and reasonable fees of attorneys and other professionals) (“Losses”) arising from a Third Party Claim (a) for bodily injury, death and property damage caused by: (i) defects inherent in the API at the time of delivery by [***] to Supplier; (ii) defective API information (including any materials or samples thereof) submitted by [***] to the Supplier; or (iii) the negligence or wilful misconduct or wrongdoing of the Supplier or (b) arising with respect to any breach or non-performance of any of the Supplier’s covenants, obligations, representations or warranties under this Agreement. The foregoing indemnification obligations shall not apply in each case to the extent any particular Loss is a direct result of (i) the negligence or intentional misconduct of a Purchaser Indemnitee, or (ii) any matter for which the Purchaser is obligated to indemnify the Supplier pursuant to Section 14.2 herein. Nothing in this Section 14.1 or Section 14.2 below shall be construed to limit, and these provisions shall be in addition to, any indemnification provision, in any other agreement between the Parties.

Indemnity by the Supplier. ‌ The Supplier indemnifies and will defend Council and its employees, agents and contractors ("Those Indemnified") against all claims, liabilities, losses, damages, costs and expenses (including legal fees, costs and disbursements) made or awarded against, or suffered or incurred by, Those Indemnified arising from or incurred in connection with: (a) a breach of clauses 15, 16, 17 or 18 of this Contract by the Supplier; or (b) an infringement or alleged infringement of a person's Intellectual Property Rights or Moral Rights by the Contract Material or a Product arising from an act (which is not prohibited by this Contract) of Council, or a person authorised by Council, in relation to the Product or Contract Material, except to the extent that the loss or damage is due to any negligent or unlawful act or omission or conduct by the Council or its Personnel.

Indemnity by the Supplier. (a) The Supplier will at all times indemnify, hold harmless and defend the Principal, its officers, employees, agents and any other entity that receives the benefit of the Services (referred to in this clause 32.1 as 'those indemnified') from and against all actions, claims, demands, costs, expenses (including the costs of defending or settling any action, a claim or demand on a full indemnity basis), Losses or liabilities, including: (b) loss of, or damage to, property of the Principal;

Indemnity by the Supplier. Without limiting the generality of Clause 22.1, the Supplier shall fully indemnify, hold harmless and defend the Utility and the Utility Indemnified Persons from and against any and all loss and/or damages arising out of or with respect to:

Indemnity by the Supplier. The Supplier shall at all times and without limitation, indemnify and save harmless the Company, its, directors, officers, employees, contractors, agents and representatives from and against all liabilities, losses, costs, damages, legal fees (on a solicitor and his own client full indemnity basis), disbursements, fines, penalties, expenses, all manner of actions, causes of action, claims, demands and proceedings, all of whatever nature and kind which any of the Company, its directors, officers, employees, contractors, agents, insurers and representatives may sustain, pay or incur or which may be brought or made against all or any of them, and whether or not incurred in connection with any action or other proceedings or claims or demands made by third parties, with respect to any occurrence, event, incident or matter caused by, and/or arising as a direct or indirect result of: (a) the misconduct, negligent action or negligent failure to act, as the case may be, of the Supplier and/or any of those persons for whom the Supplier is responsible at law (including, without limitation, any of its employees or contractors); or (b) any breach, violation or non-performance of any representation, warranty, obligation, covenant, condition or agreement in this Agreement set forth and contained on the part of the Supplier to be fulfilled, kept, observed or performed, as the case may be; or (c) any damages to third parties caused by, resulting at any time from, arising out of or in consequence of the misconduct, negligent action or negligent failure to act of the Supplier and/or any of those persons for whom the Supplier is responsible at law (including, without limitation, any of its employees or contractors). Notwithstanding the foregoing, in no event shall the Supplier be liable for consequential or punitive damages (including without limitation, loss of profits, loss of opportunity, loss of business or loss of reputation) relating to this Agreement, whether in relation to the indemnity provisions under this section or otherwise. The provisions of this Section are in addition to and shall not prejudice any other rights of the Company at law or in equity. This Section shall survive the termination or expiry of this Agreement for any reason whatsoever.