Indemnity by Xxxxxxxxx Sample Clauses

Indemnity by Xxxxxxxxx. Subject to this Section 20 and the exclusions and limitations of liability elsewhere in this Agreement, including Section 17.7 and 17.8, the Custodian will indemnify the Client against any direct Losses incurred by the Client, in each case, to the extent such Losses result from the negligence, wilful default or fraud of the Custodian (or that of its Subcustodians or Delegates) in the discharge of the Custodian’s duties under this Agreement.
Sample 1Sample 2Sample 3See All (21)
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Indemnity by Xxxxxxxxx. Xxxxxxxxx shall indemnify, defend and hold ---------------------- harmless AACA and each affiliate of AACA from and against the following, any one of which shall be deemed to be an "AACA indemnifiable loss" under this Agreement: (a) all Undisclosed Liabilities; (b) any and all losses, damages, costs or deficiencies resulting from any and all misrepresentations or breaches of warranty or failures to perform agreements or undertakings by Xxxxxxxxx or GHT contained in or made pursuant to this Agreement or in other agreements executed by Xxxxxxxxx or GHT in connection with this Agreement; and (c) any and all actions, suits, proceedings, claims, demands, assessments, judgments, costs and expenses (including, without limitation, attorneys' fees, interest, penalties and amounts paid in settlement of any such claim) incident to any of the foregoing.
Sample 1
Indemnity by Xxxxxxxxx. Except as provided in Section 7.03, Developer shall indemnify, defend (with counsel reasonably acceptable to City), and hold harmless City and City’s Representatives from and against any and all claims, liabilities, obligations, orders, damages, fines, penalties, and expenses (including, but not limited to, attorneys’ fees and costs) to the extent arising from the negligence or willful misconduct of Developer or Developer’s Representatives in connection with Developer’s activities contemplated by this Agreement, except to the extent such claims, liabilities, obligations, orders, damages, fines, penalties, or expenses arise from the negligence or willful misconduct of City or City’s Representatives.
Sample 1
Indemnity by Xxxxxxxxx. In addition to Purchaser's obligations and Xxxxxx's remedies provided elsewhere in this REPA, Purchaser indemnifies Seller for Damages suffered by Seller, where Seller suffered Damages:
Sample 1
Indemnity by Xxxxxxxxx. The Locksmith must immediately advise the Association in writing of any action, proceeding, suit, claim or demand brought or made against it or in respect of which it or the Association may become liable arising out of the development of DC-1 Restricted Key Systems, sale of Products by the Locksmith and use of those systems and products by the Locksmith's customers. The Locksmith hereby indemnifies and agrees to keep the Association indemnified against any such action, proceeding, suit, claim or demand arising out of that part played by the Locksmith in the development of DC-1 Restricted Key Systems, sale of Products by the Locksmith and use of those systems and products by the Locksmith's customers and against any damage, loss, cost or expense suffered or incurred by the Association as a direct or indirect consequence thereof.
Sample 1
Indemnity by Xxxxxxxxx. To the fullest extent permitted by law, Sungevity will indemnify you against, and hold you harmless from, any and all losses, claims, damages, liabilities and related expenses (including all reasonable fees, costs and expenses of counsel), incurred by you or asserted against you by any third party arising out of, in connection with, or as a result of our, or our subcontractors’, gross negligence or willful misconduct. We will not be required to indemnify you for your own gross negligence or willful misconduct. This indemnity obligation will survive termination or expiration of this Contract.
Sample 1
Indemnity by Xxxxxxxxx. Xxxxxxxxx will defend and indemnify Client, to the extent a claim, demand, suit or proceeding is made or brought against Client by a third party alleging the Deliverables infringes or misappropriates such third party’s patent, copyright, trademark or trade secret. Notwithstanding the foregoing, in no event shall Blackswan have any obligations or liability under this Section arising from: (i) use of any of the Deliverables in a manner not anticipated by the Agreement or in combination with materials not furnished by Blackswan; or
Sample 1
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Indemnity by Xxxxxxxxx. ‌ Subject to clause 14.6(b), Xxxxxxxxx indemnifies Arvida against, and must pay to Arvida on demand an amount equal to, all Losses directly incurred or suffered by the Arvida Indemnified Persons arising out of or in connection with: (a) any matter or circumstance that results in any of the Stonepeak Warranties being untrue, inaccurate or misleading when given; or (b) any breach of the Stonepeak Undertakings.
Sample 1

Related to Indemnity by Xxxxxxxxx

  • Indemnification by Xxxxxxxxx The Custodian shall indemnify and hold harmless the Trust from and against any and all claims, demands, losses, expenses, and liabilities of any and every nature (including reasonable attorneys’ fees) that the Trust may sustain or incur or that may be asserted against the Trust by any person arising directly or indirectly out of any action taken or omitted to be taken by an Indemnified Party as a result of the Indemnified Party’s refusal or failure to comply with the terms of this Agreement (or any sub-custody agreement), or from its bad faith, negligence or willful misconduct in the performance of its duties under this Agreement (or any sub-custody agreement). This indemnity shall be a continuing obligation of the Custodian, its successors and assigns, notwithstanding the termination of this Agreement. As used in this paragraph, the term “Trust” shall include the Trust’s trustees, officers and employees.

  • Indemnification by Xxxxxxxx The Borrower shall indemnify each Recipient, within 10 days after demand therefor, for the full amount of any Indemnified Taxes (including Indemnified Taxes imposed or asserted on or attributable to amounts payable under this Section) payable or paid by such Recipient or required to be withheld or deducted from a payment to such Recipient and any reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to the Borrower by a Lender (with a copy to the Administrative Agent), or by the Administrative Agent on its own behalf or on behalf of a Lender, shall be conclusive absent manifest error.

  • Indemnification by Xxxxxx Xxxxxx agrees to indemnify and hold ------------------------- harmless RTI, each of RTI's directors and officers, and each person, if any, who controls RTI within the meaning of the Securities Act or the Exchange Act, from and against any losses, claims, damages or liabilities (or actions or proceedings in respect thereof) to which they may become subject (under the Securities Act or otherwise) insofar as such losses, claims, damages or liabilities (or actions or proceedings in respect thereof) arise out of, or are based upon: (a) either an untrue statement made in or the omission of a material fact from such Registration Statement in reliance upon and in conformity with written information furnished to RTI by or on behalf of Abbott specifically for use in preparation of the Registration Statement, (b) the failure of Abbott to comply with the covenants or agreements contained in Section 2.6 hereof, or (c) any untrue statement or omission in any prospectus that is corrected in any subsequent prospectus that was delivered to Abbott prior to the pertinent sale or sales by Abbott, and Abbott will, as incurred, reimburse RTI and such persons for any legal or other expenses reasonably incurred in investigating, defending, or preparing to defend any such action, proceeding, or claim; provided, however, that in no event shall Xxxxxx'x cumulative aggregate liability under this Section 3.2, or under Section 3.4, or under Sections 3.2 and 3.4 together, exceed the net amount received by Abbott from the sale of the Shares to which such loss relates minus the amount of any damages which Abbott has otherwise been required to pay by reason of such untrue or allegedly untrue statement or omission or alleged omission. RTI - Reg. Rights Agmt May 2, 2000 -9-

  • Indemnification by Xxxxx Xxxxx agrees to indemnify and hold harmless each of the Fund and the Manager, each of their directors, trustees, members, each of their officers who signed the Registration Statement, and each person, if any, who controls the Fund or the Manager within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, and each affiliate of the Fund or the Manager within the meaning of Rule 405 under the Securities Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 10, as incurred, but only with respect to (i) any failure by Xxxxx to comply with the prospectus delivery requirements applicable to Placement Shares and (ii) any untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), any sales material, or any Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Fund or the Manager by Xxxxx expressly for use in the Registration Statement (or any amendment thereto), any sales material, or any Prospectus (or any amendment or supplement thereto). The Fund and the Manager acknowledge that Xxxxx has not furnished any information to the Fund for inclusion in the Prospectus.

  • Xxx Xxxxxxxxx At the end of this document is a list of United States Code citations for the FCRA. Other information about user duties is also available at the Bureau’s website. Users must consult the relevant provisions of the FCRA for details about their obligations under the FCRA. The first section of this summary sets forth the responsibilities imposed by the FCRA on all users of consumer reports. The subsequent sections discuss the duties of users of reports that contain specific types of information, or that are used for certain purposes, and the legal consequences of violations. If you are a furnisher of information to a consumer reporting agency (CRA), you have additional obligations and will receive a separate notice from the CRA describing your duties as a furnisher.

  • Xxxx Xxxxxxxxx Secondary Contact Title 3 Secondary Contact Email Secondary Contact Phone 5 Secondary Contact Fax Secondary Contact Mobile 1 Administration Fee Contact Name 8 Administration Fee Contact Email 1 Administration Fee Contact Phone 2 0

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