LIABILITY FOR THIRD PARTY CLAIMS. A. The Grantee is and will be acting as an independent contractor in the performance of its work and other obligations under this Agreement. The Department has no obligation for the payment of any judgments or the settlement of any claims made against the Grantee, its employees, agents, or subcontractors, if any, as a result of or relating to the Grantee’s work and other obligations under this Agreement.
LIABILITY FOR THIRD PARTY CLAIMS. A. MDNR is and will be acting as an independent contractor in the performance of its work and other obligations under this MOU. MDE has no obligation for the payment of any judgments, or the settlement of any claims made against MDNR, its employees, agents, or subcontractors, if any, as a result of or relating to MDNR’s work and other obligations under this Agreement.
LIABILITY FOR THIRD PARTY CLAIMS. (a) Seller shall be liable for all damages, losses, claims, demands, suits, judgments, recoveries, liabilities, costs and expenses (including court costs and reasonable attorneys' fees) asserted by third parties resulting from the operation and maintenance of the Facilities, storage and handling of fuels and/or from Seller's or Seller's Operating Agent's failure to perform its obligations under this Agreement. Seller shall indemnify and save harmless Buyer and its officers, directors, employees, agents or representatives from any such damages losses, claims, demands, suits, judgments, recoveries, costs and expenses, except to the extent that any such damages, losses, claims, demands, suits, judgments, recoveries, costs and expenses result in whole or in part from the gross negligence or willful misconduct of Buyer.
LIABILITY FOR THIRD PARTY CLAIMS. (a) Bank shall not be liable to Company for or in connection with any Claim made against Company by any other Person relating in any manner to this Agreement or to any services or any other transactions contemplated hereby (other than (i) Claims based upon Bank’s failure to perform its obligations under this Agreement, its or any of its Related Parties’ negligence or willful misconduct or its failure to comply with any law or regulation (including, without limitation, any Consumer Law), (ii) Claims by employees or subcontractors of Bank arising from this Agreement (other than Claims based upon Company’s or any of its Related Parties’ negligence or willful misconduct), (iii) Claims relating to acts or omissions of Bank and its agents in connection with the collection of amounts owing from Cardholders and (iv) Claims relating to the submission by Bank or its agents of data concerning Cardholders to credit agencies), even if Bank has been advised of the possibility of such Claims.
LIABILITY FOR THIRD PARTY CLAIMS. The Sellers are not liable for any Claim arising from or in connection with a Third-Party Claim unless Buyer and the Group Companies have complied with the provisions of this Clause 9.9 in respect of such Third-Party Claim. The costs and expenses incurred by the Buyer and the Group Companies in defending such Third-Party Claim constitute losses of the Buyer which will be compensated by the Sellers subject to Clauses 8 and 9 if and to the extent the Third-Party Claim results in a Warranty Breach. The costs and expenses incurred by the Sellers in connection with any defence against a Third-Party Claim will be borne by the Sellers to the extent that the Third-Party Execution Version Claim relates to a Warranty Breach and by the Buyer to the extent that no Warranty Breach was involved.
LIABILITY FOR THIRD PARTY CLAIMS. 6.1 Vistair will indemnify the Authority against any claim for damages (including costs) which may be awarded or agreed to be paid to any third party in respect of the infringement of any intellectual property rights of such third party arising out of the normal operation possession or use of the Application ("a Claim") provided that:
LIABILITY FOR THIRD PARTY CLAIMS. (a) K3 shall defend or, at its option, settle, any action brought or claim made against the Customer by any third party that the normal operation, possession or use (in accordance with the Agreement) by the Customer of the Cloud Software constitutes an infringement of such third party’s IPR within the United Kingdom or EU (an “IPR Infringement”) and K3 shall pay the associated damages and reasonable costs of the Customer if awarded or agreed (by K3) to be paid to such third party provided that the Customer: (i) notifies K3 without delay in writing (with full details) of such action or claim; (ii) gives K3 the right of exclusive conduct (at K3’s expense) of the defence of such action or claim and/or negotiations for a settlement or compromise; (iii) gives K3 (at reasonable cost) all reasonable assistance as requested by K3 in the defence, settlement or compromise of such action or claim; (iv) allows K3 to receive and retain all amounts recovered from in connection with such action or claim and (v) does not compromise, settle or admit liability without the prior written consent of K3.
