INDEMNITY; WAIVER. (a) Pledgor agrees to indemnify, pay and hold harmless, the Collateral Agent and each other Secured Party and any of their Related Parties (each an “Indemnitee”), from and against any and all Indemnified Liabilities, IN ALL CASES, WHETHER OR NOT CAUSED BY OR ARISING, IN WHOLE OR IN PART, OUT OF THE COMPARATIVE OR CONTRIBUTORY NEGLIGENCE OF SUCH INDEMNITEE; provided, Pledgor shall not have any obligation to any Indemnitee hereunder with respect to any Indemnified Liabilities to the extent such Indemnified Liabilities (x) arise from the gross negligence or willful misconduct, as determined by a court of competent jurisdiction by final and nonappealable judgment, of that Indemnitee, or (y) result from a claim brought by Pledgor against an Indemnitee for breach in bad faith of such Indemnitee’s obligations hereunder or under any other Revolver Document, as determined by a court of competent jurisdiction by final and nonappealable judgment. To the extent the undertakings to indemnify, pay and hold harmless in this Section 12 may be unenforceable in whole or in part because they are violative of any Law or public policy, Pledgor shall contribute the maximum portion it is permitted to pay and satisfy under applicable Laws to the payment and satisfaction of all Indemnified Liabilities incurred by any Indemnitees. All amounts due under this Section 12(a) shall be payable promptly after demand therefor. For purposes hereof, “Related Parties” means, with respect to any Person, such Person’s Affiliates and the partners, managers, directors, trustees, officers, employees or other personnel, counsel, agents and advisors of such Person and of such Person’s Affiliates.
INDEMNITY; WAIVER. 12.1.1 Tenant shall indemnify and hold harmless Landlord from and against any and all fines, suits, proceedings, claims, demands and actions of any kind or nature of anyone whomsoever, including, without limitation, any accident, injury or damage to any person or property, arising out of, occasioned by or in any way connected with the occupation or use of the Premises by Tenant or anyone claiming by, through, or under Tenant, or arising out of the breach of any covenant or condition hereof to be performed on the part of Tenant, except to the extent any such fines, suits, claims, demands, etc. are caused by the negligence or willful misconduct of Landlord, its employees, agents or contractors.
12.1.2 Landlord shall indemnify and hold harmless Tenant from and against any and all fines, suits, proceedings, claims, demands and actions of any kind or nature of anyone whomsoever, arising out of any accident, injury or damage to any person or property, and caused by Landlord or its agents or contractors.
12.1.3 Landlord shall not be responsible or liable for any damage or injury to any property, fixtures, merchandise or decorations or to any person or persons at any time on the Premises from steam, gas, electricity or from water, rain or snow, whether the same may leak into, issue or flow from any part of the Building on the Premises or from pipes or plumbing of the same, or from any other place or quarter, except to the extent caused by the negligence or willful misconduct of Landlord or its agents, subject to the Section 12.3; nor shall Landlord be in any way responsible or liable in case of any accident or injury including death to any of Tenant’s servants, employees, agents, or to any person or persons in or about the Premises, except to the extent caused by Landlord’s or its agents’ negligence or willful misconduct subject to Section 12.3.
INDEMNITY; WAIVER. Subject to the provisions of Section 14 hereof Lessee shall indemnify, defend, and hold Lessor harmless for, from and against any and all claims, liabilities, costs, attorneys' fees and expert fees and court costs, expenses, penalties or demands of any nature arising from (i) Lessee's use of the Premises, or from the conduct of Lessee's business thereon or from any activity, work or things done, permitted or allowed by Lessee or its agents or contractors in or about the Premises, including without limitation any work performed by and/or the acts and omissions of Lessee's telecommunication service providers in the Premises or other portions of the Building or the Project, and/or (ii) any breach or default in the performance of any obligation or covenant on Lessee's part to be performed under the terms of this Lease (including without limitation Lessee's obligations under Section 6.9), or arising from any negligence or willful misconduct of Lessee, or any of Lessee's agents, contractors, employees, customers or invitees; and from and against all costs, attorneys' fees, environmental consultants' fees, expenses and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon. If any claim, action or proceeding is threatened or commenced against Lessor which is or may be covered by the foregoing indemnity, Lessee, upon notice from Lessor, shall defend the same, at Lessee's expense, utilizing counsel reasonably acceptable to Lessor. Lessor shall indemnify, defend, and hold Lessee harmless for, from and against any and all claims, suits, actions, proceedings, liabilities, damages, costs or expenses, including reasonable attorneys' and expert fees and court costs arising from any act, omission or negligence of Lessor or its agents, contractors or employees, or from Lessor's breach of its obligations under this Lease.
INDEMNITY; WAIVER. (a) Tenant shall indemnify and hold Landlord harmless from any and all demands, claims, causes of action, liabilities, judgments, fines and expenses (including, without limitation, reasonable attorney's fees) incurred or suffered by Landlord by reason of any breach of this Lease (beyond applicable grace and cure periods) by Tenant or Tenant's employees, agents or invitees of any covenant or provision of this Lease.
(b) Landlord has no knowledge of any present violations of applicable federal, state, or local laws and regulations, including all laws related to toxic hazardous waste and hereby agrees to indemnify and hold harmless Tenant from liability for any such hazardous waste existing prior to Tenant's occupancy of the Premises. The Tenant shall comply with all applicable federal, state, and local laws and regulations, including but not limited to the Federal Water Pollution Control Act, 33 U.S.C. ss.1251, et seq., the Oil Pollution Act, 33 U.S.C. ss.2701 et seq., the Clean Air Act, 42 U.S.C. ss.7401, et seq., the Resource Conservation and Recovery Act, 42 U.S.C. ss.6901, et seq., and the Comprehensive Environmental Response, Control, and Liability Act, 42 U.S.C. ss.9601, et seq., as subsequently amended. Prior to the date that is thirty (30) days from the date hereof, Landlord agrees, as a material condition of this Lease, to provide Tenant with an environmental assessment of the Premises, in form and substance satisfactory to Tenant, certified by a third-party environmental consultant licensed to practice in the State of Colorado and reasonably acceptable to Tenant, which report shows to Tenant's satisfaction that the Premises are free and clear of Hazardous Materials and the Premises are not in violation of any environmental laws, rules, regulations or enactments (the "Environmental Assessment"). In the event Landlord is unable to timely deliver such report, Tenant shall be entitled to terminate this Lease upon written notice to Landlord delivered no later than July 1, 1999. The Tenant shall indemnify, defend, and hold the Landlord harmless for any violations incurred under any such laws and regulations or for any costs, damages, claims, liabilities, and judgments to the extent arising from past, present, and future acts or omissions of the Tenant in connection with the use and/or occupancy authorized by the Lease or other acts of Tenant or its agents. This indemnification and hold harmless agreement includes, but is not limited to, acts and omission...
INDEMNITY; WAIVER. 2.1. Subject to the terms of this Schedule 2, a PCI Level 3 or Level 4 Customer who subscribes to a Solution may benefit from certain waivers from Elavon of Elavon’s rights under this Agreement regarding indemnification by the Customer as follows (each of the following paragraphs 2.1.1 to
INDEMNITY; WAIVER. The USER further agrees and warrants that the USER and any member of the USER’s party (including: guests, caterers, musicians, performers, drivers, etc.) shall indemnify and hold harmless the COMMONS, its Board of Directors, all its employees and the Facility building owners (Madrona Presbyterian, Seattle Presbytery) from any and all loss, theft, injury, expenses, damage claim, legal action, or any other type of liability whatsoever, including court costs and attorneys’ fees that may arise out of the use of the Facility.
INDEMNITY; WAIVER. (a) Pledgor agrees to indemnify, pay and hold harmless, the Collateral Agent and each other Secured Party and any of their Related Parties (each an “Indemnitee”), from and against any and all Indemnified Liabilities, IN ALL CASES, WHETHER OR NOT CAUSED BY OR ARISING, IN WHOLE OR IN PART, OUT OF THE COMPARATIVE OR CONTRIBUTORY NEGLIGENCE OF SUCH INDEMNITEE; provided, Pledgor shall not have any obligation to any Indemnitee hereunder with respect to any Indemnified Liabilities to the extent such Indemnified Liabilities (x) arise from the gross negligence or willful misconduct, as determined by a court of competent jurisdiction by final and nonappealable judgment, of that Indemnitee, or (y) result from a claim brought by Pledgor against an Indemnitee for breach
INDEMNITY; WAIVER. In addition to the payment of expenses pursuant to subsection 10.2, whether or not the transactions contemplated hereby shall be consummated, Borrower agrees to defend (subject to Indemnitees’ selection of counsel), indemnify, pay and hold harmless Administrative Agent, each Co-Syndication Agent, each Co-Documentation Agent, Lead Arranger and Lenders, and the officers, directors, employees, counsel, agents, representatives, advisors and Affiliates of Administrative Agent, each Co-Syndication Agent, each Co-Documentation Agent, Lead Arranger and Lenders (collectively called the “Indemnitees”), from and against any and all Indemnified Liabilities (as hereinafter defined); provided that Borrower shall not have any obligation to any Indemnitee hereunder with respect to any Indemnified Liabilities to the extent such Indemnified Liabilities arise from the gross negligence or willful misconduct of that Indemnitee as determined by a final judgment of a court of competent jurisdiction.
INDEMNITY; WAIVER. I hereby indemnify and hold harmless the City of Sanger, its agents and employees from and against all claims, damages, losses, and expense, including, but not limited to, attorney’s fees arising out of or resulting from any negligent performance of water connections services on the property referenced herein. Be aware that this waiver is so that the meter reader can turn the service on without anyone being present. It is in your best interest to ensure that all faucets, both inside and out, have been shut off completely. Otherwise, the meter reader will have to disconnect the service due to water running and a delay in connection will be unavoidable. If the meter reader has to return for another service call there will be an additional fee.
INDEMNITY; WAIVER. Licensee shall not permit any mechanic’s, materialman’s or other liens to be placed upon or against the Storage Space or the real estate upon which the Storage Space is located. If any such lien is filed, Licensor, at Licensor’s election, may pay and satisfy the lien, in which event the sums so paid by Licensor shall be due and payable by Licensee immediately upon written demand from Licensor. Licensee agrees to defend, indemnify and hold harmless Licensor from any and all loss, cost, injury claims, actions, damages, expenses or liens resulting, directly or indirectly, from (a) Licensee’s exercise of rights granted under this License Agreement, (b) the breach of the aforesaid representation, warranty and covenant or default on the part of Licensee in the performance of its obligations hereunder, (c) any act, neglect, or omission of Licensee, and Licensee’s agents, contractors, officers, employees. Licensor shall not be liable to Licensee, its agents, servants, employees, customers or invitees for any injury to persons or damage to property in the Storage Space. Licensor and Licensee waive any rights each may have against the other from any risk generally covered by fire and extended coverage and, on behalf of their insurance companies, waive any right of subrogation which such insurer may have against the parties hereto. The foregoing provisions expressly exclude any agreement of Licensee to indemnify or waive claims against Licensor or its employees or agents due to negligence in the operation or maintenance of the Building. Licensee’s agreements and obligations under this Section shall survive the expiration or early termination of this Storage License Agreement.
