INDEMNITY; WAIVER Sample Clauses

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. (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. (a) Subject to the provisions of Section 18, Tenant agrees to indemnify Landlord and save Landlord harmless from any and all liability, claims, losses and expenses (including, without limitation, reasonable attorney's fees) related to claims for personal injury or property damage, or both, sustained or claimed to have been sustained by any person or persons or property on the Property, in the Premises and Excess Space caused or brought about by Tenant's breach of this Lease or the act or omission of the Tenant, its agents, servants or employees, invitees or licensees during the Term and any holdover period. Subject to the provisions of Section 18, Landlord agrees to indemnify Tenant and save Tenant harmless from any and all liability, claims and loss for personal injury or property damage, or both, sustained or claimed to have been sustained by any person or persons or property on the Property caused or brought about by Landlord's breach of this Lease or the negligent act or omission of Landlord, its agents, servants or employees during the Term. (b) To the maximum extent this Agreement may be made effective according to law, Tenant agrees that all of the furnishings, fixtures, equipment, effects and property of every kind, nature and description of Tenant which may be on the Premises or elsewhere on the Property, shall be at the sole risk and hazard of Tenant and if the whole or any part thereof shall be destroyed or damaged by fire, water or otherwise, by the leaking or bursting of water pipes, by theft or from any other cause no part of said loss is to be charged to or be borne by Landlord unless caused by or due to the negligence of Landlord, its agents, servants or employees and then only, if Tenant has actual knowledge thereof, notice to Landlord of the condition claimed to constitute negligence on the expiration of a reasonable time after such notice has been received by Landlord and Landlord has not taken all reasonable and practicable means to cure and correct such condition.

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 Joint Lead Arranger and Lenders, and the officers, directors, employees, counsel, agents, representatives, advisors and Affiliates of Administrative Agent, each Joint 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. Organization will indemnify and save harmless the City of Blue Ash from and against all losses, claims, actions, damages, liability and expenses (including costs for legal representation and out of pocket expenses incurred by the municipality) in connection with any action or defense arising from or in connection with the use of , or presence in, the Blue Ash Sport Center by Organization, any person invited or allowed into the facility by Organization, or any person for whom they are responsible. Organization waives any and all claims against, releases from liability and agrees not to xxx the City of Blue Ash, its officers, employees, agents and representatives, for any personal injury, death, property damage or any other loss sustained by Organization or for which they may be responsible arising out of, or in connection with Organization’s use of or presence in the Blue Ash Sport Center.