Licensee’s Indemnity. Licensee, on behalf of itself and its successors and assigns, shall indemnify, defend and hold harmless ("Indemnify") County including, but not limited to, all of its boards, commissions, departments, agencies and other subdivisions, including, without limitation, its Health Services Agency and Real Property Services Division and all of its respective Agents, and their respective heirs, legal representatives, successors and assigns (individually and collectively, the "Indemnified Parties"), and each of them, from and against any and all liabilities, losses, costs, claims, judgments, settlements, damages, liens, fines, penalties and expenses, including, without limitation, direct and vicarious liability of every kind (collectively, "Claims"), incurred in connection with or arising in whole or in part from: (a) any accident, injury to or death of a person, including, without limitation, employees of Licensee, or loss of or damage to property, howsoever or by whomsoever caused, occurring in or about the Property; (b) any default by Licensee in the observation or performance of any of the terms, covenants or conditions of this License to be observed or performed on Licensee's part, including without limitation the terms, covenants or conditions of the Contractor Services Agreement; (c) the use or occupancy or manner of use or occupancy of the Premises by Licensee, its Agents or Invitees or any person or entity claiming through or under any of them; (d) the condition of the Premises; (e) any construction or other work undertaken by Licensee on the Premises whether before or during the Term of this License; or (f) any acts, omissions or negligence of Licensee, its Agents or Invitees, in, on or about the Premises or the Property; all regardless of the active or passive negligence of, and regardless of whether liability without fault is imposed or sought to be imposed on, the Indemnified Parties, except to the extent that such Indemnity is void or otherwise unenforceable under applicable law in effect on or validly retroactive to the date of this License and further except only such Claims as are caused exclusively by the willful misconduct or gross negligence of the Indemnified Parties. The foregoing Indemnity shall include, without limitation, reasonable fees of attorneys, consultants and experts and related costs and County's costs of investigating any Claim. Licensee specifically acknowledges and agrees that it has an immediate and independent obligation to de...
Licensee’s Indemnity. 8. You must and you agree to indemnify us against any loss, damage, expense, legal liability, claims expenses and costs incurred by us as a result of your acts or omissions or the acts or omissions of others to which you have contributed, or the acts or omissions of any persons invited onto the Marina by you.
Licensee’s Indemnity. The Licensee indemnifies MLA, its officers, employees, consultants and agents from and against all Claims (including those brought by third parties) which may be brought against it or them, whether on their own or jointly with the Licensee, in respect of any loss, death, injury, illness or damage (whether personal or property or otherwise) arising out of:
Licensee’s Indemnity. During any period when Licensee or any Agent of Licensee is installing, operating, or maintaining its Equipment, Licensee acknowledges and agrees that the City has delegated control of the License Area to Licensee, which will be solely responsible for any resulting injury or damage to property or persons, except for injury or damage resulting from the City’s negligence, recklessness, or willful misconduct. The City is not a co-employer of any employee of Licensee or any employee of Licensee’s Agents, and the City will not be liable for any Claim of any employee of Licensee or any employee of Licensee’s Agents, except for Claims arising from the City’s negligence, recklessness, or willful misconduct. Licensee agrees to Indemnify the City fully (as provided in Article 18 (Indemnification)) against any Claim brought by any employee of Licensee, any employee of Licensee’s Agents, or any third party arising from or related to Licensee’s access to and use of the License Area and other activities of Licensee or its Agents in or around the License Area, except to the extent the Claims result from the City’s negligence, recklessness, or willful misconduct.
Licensee’s Indemnity. The Licensee indemnifies the Licensor against liability or loss arising from, and all costs incurred in connection with:
Licensee’s Indemnity. Licensee, on behalf of itself and its successors and assigns, shall indemnify, defend and hold harmless ("Indemnify") City, its Agents and Invitees, and their respective heirs, legal representatives, successors and assigns (individually and collectively, the "Indemnified Parties"), and each of them, from and against any and all liabilities, losses, costs, claims, judgments, settlements, damages, liens, fines, penalties and expenses, including, without limitation, direct and vicarious liability of every kind (collectively, "Claims"), incurred in connection with or arising in whole or in part from : (a) injury to or death of a person, including, without limitation, employees of Licensee, or loss of or damage to property, occurring on or about the Premises or arising in connection with Licensee’s the use of the Premises under this Master License ; (b) any default by Licensee in the observation or performance of any of the terms, covenants or conditions of this Master License to be observed or performed on Licensee's part; (c) the use or occupancy or manner of use or occupancy of the Premises by Licensee, its Agents or Invitees or any person or entity claiming through or under any of them;
Licensee’s Indemnity. Licensee shall pay and indemnify Licensor and each of Licensor’s affiliates from and against all losses, claims, damages, liabilities, demands, proceedings and costs (including legal costs) (“Damages”) related to or arising out of the use of the Licensed Marks by Licensee or its Subsidiaries and the exercise of Licensee’s rights and obligations under this Agreement.
Licensee’s Indemnity. (a) Subject to clause 9(c), the Licensee agrees to indemnify the Licensor, their officers, employees and agents and keep the Licensor, their officers, employees and agents indemnified in respect of any (1) Third Party Claims; and (2) breach by the Licensee of the Licensee’s obligations under this Agreement, except to the extent that such breach was caused or contributed to by the negligence, or wilful misconduct, of the Licensor. The Licensee shall have no liability to the Licensor in relation to a Claim that is directly related to the infringement of the IPR of a third party to which clause 4(f) applies and the Licensor fails to take the actions described in clauses 4(f) or 4(g) to resolve the matter and providing that the Licensee provides the Licensor with reasonable co-operation in relation to a Claim as set out in 4(h) above.
Licensee’s Indemnity. 14.1 The Licensee shall promptly advise the Licensor in writing of any actions, suits, claims, demands, proceedings, losses, damages, compensation, sums of money, costs, charges and expenses which may be brought or claimed against the Licensee or the Licensor or in respect of which the Licensee or the Licensor may become liable arising out of the promotion, sale, supply or other use of the Product and/or Third Party Software by the Licensee, its servants or agents.
Licensee’s Indemnity. Subject to clause 10.3, the Licensee indemnifies and keeps indemnified the Licensor against any claim, proceeding, damage, liability, loss, cost or expense (including legal costs on a solicitor and own client basis), whether arising in contract, tort (including for negligence) or otherwise, arising out of or in connection with:
