Liability and Indemnities. Alberta Innovates shall not be liable in any way whatsoever to the Applicant or any of its directors, officers, employees, agents, personal legal representatives and/or heirs for any losses, damages or claims, including but not limited to indirect, incidental, consequential, or special damages or any loss of profits, loss of business opportunity, loss of revenue, or any other loss or injury suffered or arising in any way whatsoever in the course of the Project, whether arising before or after submitting an Application or entering into the Investment Agreement with Alberta Innovates. The Applicant agrees to indemnify, defend and hold harmless Alberta Innovates, its directors, officers, employees and agents against and from any and all third party claims, demands, actions and costs whatsoever (including legal costs on a solicitor and his own client full-indemnity basis) that may arise directly or indirectly out of any act or omission of the Applicant, or any of its directors, officers, employees, contractors, agents or legal representatives or the negligence or tortious act or willful misconduct of the Applicant or any of its directors, officers, employees, contractors, agents or legal representatives in relation to their obligations under this Investment Agreement. Further and without limiting the generality of the foregoing, in the event that any taxing authority, for whatever reason, seeks payment of any taxes from Alberta Innovates in respect of this Agreement, the Applicant agrees to indemnify Alberta Innovates from any such payments, including any fines, interest, or penalties related thereto, and the Applicant further agrees that Alberta Innovates may set off an amount equal to any such taxes (including applicable fines, interest and penalties) from any portions of the Investment owing to the Applicant. This section will survive termination or expiry of this Investment Agreement.
Appears in 3 contracts
Samples: Investment Agreement, Investment Agreement, Investment Agreement
Liability and Indemnities. Alberta Innovates shall not be liable in any way whatsoever to the Applicant or any of its directors, officers, employees, agents, personal legal leg al representatives and/or heirs for any losses, damages damag es or claims, including but not limited to indirect, incidental, consequential, or special damages or any loss of profits, loss of business opportunity, loss of revenue, or any other loss or injury suffered or arising in any way whatsoever in the course of the Project, whether arising before or after submitting an Application or entering into the Investment Agreement with Alberta Innovates. The Applicant agrees to indemnify, defend and hold harmless Alberta Innovates, its directors, officers, employees and agents against ag ainst and from any and all third party claims, demands, actions and costs whatsoever (including legal costs on a solicitor and his own client full-indemnity basis) that may arise directly or indirectly out of any act or omission of the Applicant, or any of its directors, officers, employees, contractors, agents or legal representatives or the negligence or tortious act or willful misconduct of the Applicant or any of its directors, officers, employees, contractors, agents or legal leg al representatives in relation to their obligations under this Investment Agreement. Further and without limiting the generality of the foregoing, in the event that any taxing taking authority, for whatever reason, seeks payment of any taxes from Alberta Innovates in respect of this Agreement, the Applicant agrees to indemnify Alberta Innovates from any such payments, including any fines, interest, or penalties related thereto, and the Applicant further agrees that Alberta Innovates may set off an amount equal to any such taxes (including applicable fines, interest and penalties) from any portions of the Investment owing to the Applicant. This section will survive termination or expiry of this Investment Agreement.
Appears in 2 contracts
Samples: Investment Agreement, Investment Agreement
Liability and Indemnities. Alberta Innovates shall not be liable in any way whatsoever to the Applicant or any of its directors, officers, employees, agents, personal legal representatives and/or heirs for any losses, damages or claims, including but not limited to indirect, incidental, consequential, or special damages or any loss of profits, loss of business opportunity, loss of revenue, or any other loss or injury suffered suf f ered or arising in any way whatsoever in the course of the Project, whether arising before bef ore or after af ter submitting an Application or entering into the Investment Agreement with Alberta Innovates. The Applicant agrees to indemnifyindemnif y, defend def end and hold harmless Alberta Innovates, its directors, officers, employees and agents against and from f rom any and all third party claims, demands, actions and costs whatsoever (including legal costs on a solicitor and his own client full-f ull- indemnity basis) that may arise directly or indirectly out of any act or omission of the Applicant, or any of its directors, officers, employees, contractors, agents or legal representatives or the negligence or tortious act or willful willf ul misconduct of the Applicant or any of its directors, officers, employees, contractors, agents or legal representatives in relation to their obligations under this Investment Agreement. Further and without limiting the generality of the foregoing, in the event that any taxing authority, for whatever reason, seeks payment of any taxes from f rom Alberta Innovates in respect of this Agreement, the Applicant agrees to indemnify indemnif y Alberta Innovates from f rom any such payments, including any finesf xxxx, interest, or penalties related thereto, and the Applicant further f urther agrees that Alberta Innovates may set off an amount equal to any such taxes (including applicable finesf xxxx, interest and penalties) from f rom any portions of the Investment owing to the Applicant. This section will survive termination or expiry of this Investment Agreement.
Appears in 1 contract
Samples: Investment Agreement