Indemnity to County Sample Clauses

Indemnity to County. The Board shall indemnify and save harmless the County from any and all liabilities, damages, expenses, costs, fees (including all legal and other professional costs on a solicitor and his own client full indemnity basis), claims, suits or actions arising out of the use and occupation of the Development by the Board and its invitees including, without restriction: a) any breach, violation, or non-performance of any covenant, condition or agreement in this Agreement on the part of the Board to be fulfilled, kept, observed and performed; b) any damage to property occasioned by the use or occupation of the Development or any part thereof by the Board, any occupant of the Development, or any of their respective invitees; c) any injury to any person or persons including death resulting at any time arising in connection with or out of the use or occupation of the Development or any part thereof by the Board, any occupant of the Development, or any of their respective invitees; d) any act or omission of the Board, occupants of the Development, or their respective agents, employees, licensees, servants, invitees or other persons from time to time in, on or about the Development; e) any deductible payable by the County as a result of any insurance claim made against the insurance policies maintained by the County arising from or out of the Development including, without restriction, the use and occupation of the Development by the Board and its invitees, and the construction, operation, maintenance, repair and replacement of the Facility by the Board. This indemnity shall specifically exclude any and all such claims, costs and expenses arising from the negligence of the County, or those for whose actions the County is legally responsible. This indemnity shall survive the expiry or sooner termination of this Agreement.
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Related to Indemnity to County

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  • Indemnitee’s Right to Counsel Notwithstanding the provisions of Section 11(b) above, if in a Proceeding to which Indemnitee is a party by reason of Indemnitee’s Corporate Status, (i) Indemnitee reasonably concludes that he or she may have separate defenses or counterclaims to assert with respect to any issue which may not be consistent with the position of other defendants in such Proceeding, (ii) a conflict of interest or potential conflict of interest exists between Indemnitee and the Company, or (iii) if the Company fails to assume the defense of such proceeding in a timely manner, Indemnitee shall be entitled to be represented by separate legal counsel of Indemnitee’s choice at the expense of the Company. In addition, if the Company fails to comply with any of its obligations under this Agreement or in the event that the Company or any other person takes any action to declare this Agreement void or unenforceable, or institutes any action, suit or proceeding to deny or to recover from Indemnitee the benefits intended to be provided to Indemnitee hereunder, Indemnitee shall have the right to retain counsel of Indemnitee’s choice, at the expense of the Company, to represent Indemnitee in connection with any such matter.

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