Common use of Liability for Injury and Damages and Indemnification Clause in Contracts

Liability for Injury and Damages and Indemnification. (a) The Member assumes full responsibility for his or her DG facility and all electric energy furnished at and past the point of interconnection. The Member and shall indemnify the Cooperative and its Power Supplier against and hold the Cooperative and its Power Supplier harmless from all claims for both injuries to persons, including death resulting therefrom, and damages to property arising from electric power and energy delivered by the Cooperative or in any way arising directly or indirectly from the Member’s DG facility. (b) Neither the Cooperative nor its Power Supplier shall be liable for either direct or consequential damages resulting from failures, interruptions, or voltage and waveform fluctuations occasioned by causes reasonably beyond the control of the Cooperative or its Power Supplier including, but not limited to, acts of God or public enemy, sabotage or vandalism, accidents, fire, explosion, labor troubles, strikes, order of any court or judge granted in any bona fide adverse legal proceeding or action, or any order of any commission, tribunal or governmental authority having jurisdiction. ALL PROVISIONS NOTWITHSTANDING, IN NO EVENT SHALL THE COOPERATIVE BE LIABLE TO THE MEMBER FOR ANY INTEREST, LOSS OF ANTICIPATED REVENUE, EARNINGS, PROFITS, OR INCREASED EXPENSE OF OPERATIONS, LOSS BY REASON OF SHUTDOWN OR NON-OPERATION OF MEMBER’S PREMISES OR FACILITIES FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED, IN WHOLE OR PART, TO THIS AGREEMENT. THE COOPERATIVE SHALL NOT BE LIABLE IN ANY EVENT FOR CONSEQUENTIAL DAMAGES.

Liability for Injury and Damages and Indemnification. (a) The Member assumes full responsibility for his or her its DG facility Facility and all electric energy furnished at and past the point of interconnection. The Member and shall indemnify the Cooperative and its Power Supplier against and hold the Cooperative and its Power Supplier harmless from all claims for both (i) injuries to persons, including death resulting therefrom, ; and (ii) damages to property property, arising from electric power and energy delivered to Member by the Cooperative or in any way arising directly or indirectly from the Member’s DG facilityFacility. (b) Neither the The Cooperative nor its Power Supplier shall not be liable for either direct or consequential damages resulting from failures, interruptions, or voltage and waveform fluctuations occasioned by causes reasonably beyond the control of the Cooperative or its Power Supplier including, but not limited to, acts of God or public enemy, sabotage or vandalism, accidents, fire, explosion, labor troubles, strikes, order of any court or judge granted in any bona fide adverse legal proceeding or action, or any order of any commission, tribunal or governmental authority having jurisdiction. ALL PROVISIONS NOTWITHSTANDING, IN NO EVENT SHALL THE COOPERATIVE BE LIABLE TO THE MEMBER FOR ANY INTEREST, LOSS OF ANTICIPATED REVENUE, EARNINGS, PROFITS, OR INCREASED EXPENSE OF OPERATIONS, LOSS BY REASON OF SHUTDOWN OR NON-OPERATION OF MEMBER’S PREMISES OR FACILITIES FOR FACILITIES, OR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED, IN WHOLE OR PART, TO THIS AGREEMENT. THE COOPERATIVE SHALL NOT BE LIABLE IN ANY EVENT FOR CONSEQUENTIAL DAMAGES.

Liability for Injury and Damages and Indemnification. (a) The Member assumes full responsibility for his or her its DG facility Facility and all electric energy furnished at and past the point of interconnection. The Member and shall indemnify the Cooperative and its Power Supplier against and hold the Cooperative and its Power Supplier harmless from all claims for both (i) injuries to persons, including death resulting therefrom, ; and (ii) damages to property property, arising from electric power and energy delivered to Member by the Cooperative or in any way arising directly or indirectly from the Member’s DG facilityFacility. (b) Neither the The Cooperative nor its Power Supplier shall not be liable for either direct or consequential damages resulting from failures, interruptions, or voltage and waveform fluctuations occasioned by causes reasonably beyond the control of the Cooperative or its Power Supplier including, but not limited to, acts of God or public enemy, sabotage or vandalism, accidents, fire, explosion, labor troubles, strikes, order of any court or judge granted in any bona fide adverse legal proceeding or action, or any order of any commission, tribunal or governmental authority having jurisdiction. ALL PROVISIONS NOTWITHSTANDING, IN NO EVENT SHALL THE COOPERATIVE BE LIABLE TO THE MEMBER FOR ANY INTEREST, LOSS OF ANTICIPATED REVENUE, EARNINGS, PROFITS, OR INCREASED EXPENSE OF OPERATIONS, LOSS BY REASON OF SHUTDOWN OR NON-OPERATION OF MEMBER’S PREMISES OR FACILITIES FOR FACILITIES, OR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED, IN WHOLE OR PART, TO THIS AGREEMENT. THE COOPERATIVE SHALL NOT BE LIABLE IN ANY EVENT FOR CONSEQUENTIAL DAMAGES. c) The Member is solely responsible for insuring its DG Facility complies with all applicable regulations including, but not limited to, laws, regulations, ordinances, Tariffs, policies and directives, and ERCOT rules, policies and directives. d) MEMBER AGREES TO INDEMNIFY, DEFEND, AND HOLD HARMLESS COOPERATIVE AND ITS OWNERS, PARTNERS, MEMBERS, PARENTS, SUBSIDIARIES, DIVISIONS AND AFFILIATES AND THEIR OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS (COLLECTIVELY, THE “INDEMNITEES”), FROM AND AGAINST ANY AND ALL CLAIMS, SUITS, CAUSES OF ACTION, LIABILITY, DAMAGES, JUDGMENTS OR EXPENSES, INCLUDING, BUT NOT LIMITED TO, ATTORNEYS’ FEES AND LITIGATION COSTS, FOR PERSONAL INJURIES, (INCLUDING, BUT NOT LIMITED TO, DEATH) OR PROPERTY DAMAGE, SUFFERED BY ANY PERSON OR ORGANIZATION (INCLUDING EMPLOYEES OF MEMBER OR ITS SUBCONTRACTORS AND EMPLOYEES OF COOPERATIVE OR ITS SUBCONTRACTORS) ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR THE INTERCONNECTION, OPERATION, OR EXISTENCE OF ANY DISTRIBUTED ENERGY RESOURCE OR FACILITY OR THE PERFORMANCE OF MEMBER’S OBLIGATIONS UNDER THIS CONTRACT OR ANY CONTRACT WITH COOPERATIVE, EVEN IF CAUSED BY THE SOLE OR CONCURRENT NEGLIGENCE, GROSS NEGLIGENCE OR FAULT OF ANY INDEMNITEE, OR WHETHER BASED ON STRICT LIABILITY, WARRANTY, OR OTHERWISE. TO THE EXTENT THAT THE LAWS OF THE GOVERNING JURISDICTION PROHIBIT OR DECLARE UNENFORCEABLE THIS INDEMNIFICATION AS IT APPLIES TO ANY INDEMNITEES’ OWN NEGLIGENCE OR FAULT, THEN THIS INDEMNIFICATION SHALL BE INTERPRETED TO OBSERVE SUCH PROHIBITION OR DECLARATION BUT ONLY TO THE EXTENT NECESSARY TO CAUSE IT TO BE CONSISTENT WITH LAWS OF SAID GOVERNING JURISDICTION AND TO CAUSE THE MAXIMUM INDEMNIFICATION OF INDEMNITEES AS ALLOWED THEREUNDER. e) Member further agrees that Cooperative shall have the exclusive right and sole authority to select attorneys of its choosing to represent its interest in any matter contemplated by the preceding indemnification provision. Member shall also pay any and all reasonable attorneys’ fees and litigation costs associated with the services performed by the attorneys chosen by Cooperative.