LESSOR'S ENVIRONMENTAL INDEMNIFICATION Sample Clauses

LESSOR'S ENVIRONMENTAL INDEMNIFICATION. Lessor agrees to defend, indemnify, protect and hold Lessee, its officers, directors, employees, representatives, agents, affiliates, successors, and assigns harmless from and against, and, upon demand, to pay or reimburse each such party promptly with respect to, any and all Environmental Claims (other
Sample 1
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LESSOR'S ENVIRONMENTAL INDEMNIFICATION. Lessor agrees to defend, indemnify, protect and hold Lessee, its officers, directors, employees, representatives, agents, affiliates, successors, and assigns harmless from and against, and, upon demand, to pay or reimburse each such party promptly with respect to, any and all Environmental Claims (other than Environmental Claims associated with or resulting from the operations of the Defense Business which are Assumed Liabilities) to the extent incurred by Lessee or asserted by any governmental authority, person or entity, at any time, and from time to time, by reason of, in connection with or arising out of (1) Lessor's breach of or noncompliance with any environmental, health or safety law (including, without limitation, principles of common law), regulation, ordinance, rule, permit, or license relating to the TI Expressway Site or Lessor's use of the TI Expressway Site, (2) the failure of Lessor to perform any obligation required to be performed or make or file any report required to be made or filed by Lessor pursuant to any environmental, health, or safety permit, license, regulation, law or other standard relating to the TI Expressway Site or Lessor's use of the TI Expressway Site, (3) any act, omission, event or circumstance existing or occurring before the term of this Lease resulting in any release, discharge, disposal, or emission on or adjacent to the Leased Premises or the TI Expressway Site, or release, discharge, disposal, or emission from or adjacent to the TI Space (defined below) of hazardous, toxic or radioactive substances, solid wastes or air contaminants requiring removal, remediation or other action under applicable environmental, health and safety laws, regardless of whether the act, omission, event or circumstance constituted a violation of any environmental, health or safety law or standard at the time of the existence or occurrence to the extent caused by the acts or omissions of Lessor, its employee, contractors, agents, officers or directors, and (4) any and all claims or proceedings made or brought (whether brought by an employee or other private party or governmental agency) for bodily injury, property impairment or any other injury or damage resulting from or relating to, and/or any legally imposed requirements for the monitoring, remediation, investigation or removal of any hazardous, toxic or radioactive substance, contaminated material, or air contaminant located upon or migrating into, from or through the TI Expressway Si...
Sample 1
LESSOR'S ENVIRONMENTAL INDEMNIFICATION. 14.4.1 Lessor shall indemnify, defend and hold Lessee harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses, (including, without limitation, reasonable attorneys’ fees, consultant fees and expert fees), which arise during or after the Term as a result of: (i) any violation by Lessor of any Environmental Laws; (ii) any Hazardous Materials or Contaminated Materials which existed on or under the Property or Common Areas prior to the Effective Date; (iii) any Release of Hazardous Materials or Contaminated Materials at, on, from or to the Property caused by Lessor, its agents, employees, affiliates, contractors or subcontractors; (iv) any misrepresentation or other breach by Lessor of any provisions of Section 14.2 of this Agreement; and (v) any Environmental Action arising from (i) through (iv) or any other act or omission of Lessor.
Sample 1

Related to LESSOR'S ENVIRONMENTAL INDEMNIFICATION

  • Survival Indemnification All representations, warranties and covenants contained in this Agreement and the indemnification contained herein shall survive (a) the acceptance of this Agreement by the Company, (b) changes in the transactions, documents and instruments described herein which are not material or which are to the benefit of Subscriber, and (c) the death or disability of Subscriber. Subscriber acknowledges the meaning and legal consequences of the representations, warranties and covenants in Article II hereof and that the Company has relied upon such representations, warranties and covenants in determining Subscriber's qualification and suitability to purchase the Securities. Subscriber hereby agrees to indemnify, defend and hold harmless the Company, its officers, directors, employees, agents and controlling persons, from and against any and all losses, claims, damages, liabilities, expenses (including attorneys' fees and disbursements), judgments or amounts paid in settlement of actions arising out of or resulting from the untruth of any representation of Subscriber herein or the breach of any warranty or covenant herein by Subscriber. Notwithstanding the foregoing, however, no representation, warranty, covenant or acknowledgment made herein by Subscriber shall in any manner be deemed to constitute a waiver of any rights granted to it under the Securities Act or state securities laws.

  • Mutual Indemnification Each Party shall defend indemnify and hold harmless the other Party, including Affiliates and each of their respective officers, directors, shareholders, employees, representatives, agents, successors and assigns from and against all Claims of Third Parties, and all associated Losses, to the extent arising out of (a) a Party’s gross negligence or willful misconduct in performing any of its obligations under this Agreement, or (b) a material breach by a Party of any of its representations, warranties, covenants or agreements under this Agreement.

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