Indemnity of Escrow Holder. The Parties, severally, on a 50%-50% basis and to the extent permitted by law, agree to release and indemnify Escrow Holder as to any liability by reason of this Escrow Agreement, or in connection herewith and to reimburse Escrow Holder for all its expenses, including, but not necessarily limited to, attorney’s fees and court costs incurred in connection herewith, except for Escrow Holder’s own misconduct or negligence. However, with respect to any third-party claims against the Parties, nothing herein shall be deemed a waiver of the notice requirements, defenses, immunities and limitations to the liability available to the Parties and their respective officers and employees under the Colorado Governmental Immunity Act (C.R.S. 00-00-000 et. seq.) or under any other law.
Indemnity of Escrow Holder. The Escrow Holder shall in no event be liable for damages to any party resulting from the exercise of its duties hereunder, or for any other reason, except gross negligence or willful misconduct. The Company shall pay all fees and expenses of the Escrow Holder and shall hold the Escrow Holder harmless against all claims arising out of its performance hereunder.
Indemnity of Escrow Holder. The Company hereby agrees to indemnify the Escrow Holder for, and to hold it harmless against, any and all claims, suits, actions, proceedings, investigations, judgments, deficiencies, damages, settlements, liabilities and expenses (including reasonable and documented legal fees and expenses of attorneys chosen by the Escrow Holder) arising out of or based upon any act, omission or alleged act or alleged omission by the Escrow Holder in connection with the Escrow Holder’s good faith acceptance of, or performance of the Escrow Holder’s duties under this Agreement, except as such claims and losses arise in connection with the Escrow Holder’s willful misconduct or gross negligence.
Indemnity of Escrow Holder. 11.01 Longshot and Uniontown, jointly and severally, will indemnify and save harmless the Escrow Holder of and from all claims, demands, damages, losses and expenses arising out of the performance by the Escrow Holder of its duties hereunder.
Indemnity of Escrow Holder. The Company and Macdonald do hereby respectively release, acquit and forever discharge the Escrow Holder from and against any and all claims, demands, accountings and proceedings whatsoever in any manner relating to this agreement for any action taken by the Escrow Holder as escrow holder of the Escrow Documents under the terms of this agreement. The Company and Macdonald shall indemnify and save harmless the Escrow Holder of and from all other claims, demands, damage, loss or expense arising out of the performance of its duties hereunder.
Indemnity of Escrow Holder. Seller and Buyer hereby agree to indemnify and hold harmless Escrow Agent against any and all losses, claims, damages, liabilities and expenses, including without limitation, reasonable costs of investigation and attorneys' fees and disbursements which may be imposed upon or incurred by Escrow Agent in connection with its serving as Escrow Agent hereunder, except for any loss, costs or damage arising out of its willful default or gross negligence.
