Mutual Indemnification Obligation Clause Samples

Mutual Indemnification Obligation. In addition to any other specific requirement for indemnification set forth herein, Monterey Carpets and MCSI hereby agree to indemnify and hold harmless Chroma and CTI, and Chroma and CTI hereby agree to indemnify and hold harmless Monterey Carpets, against any and all liability, claims, damages, losses, costs or expenses, including reasonable attorneys' fees ("Losses"), relating to any breach of, noncompliance with or misrepresentation by such indemnifying party contained in any representation, warranty or covenant contained herein.

Mutual Indemnification Obligation. Each Party shall, at its sole expense, indemnify, defend and hold the other Party and its employees, agents, directors, officers, shareholders, affiliates and representatives harmless from and against any and all losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees and costs) (collectively, "Losses") incurred in connection with any judicial or non-judicial claim, action, demand, suit or proceeding (collectively, "Claims") brought against them insofar as such Claim is based upon allegations that, if true, would constitute a breach of any of the representations or warranties made by a Party in this License.

Mutual Indemnification Obligation. Each Party (as such, an “Indemnifying Party”) agrees to indemnify, defend and hold harmless the other Party and its affiliates and their officers, directors, employees and agents (as such, an “Indemnified Party”) from and against any and all claims, demands, causes of action, damages, liabilities, fines, penalties and expenses, including, without limitation, expenses of investigation, settlement, litigation and attorney’s fees and costs incurred in connection therewith arising out of or resulting from: (i) any breach of this Agreement by Indemnifying Party or its employees, agents, contractors or representatives; (ii) the negligence or willful misconduct of Indemnifying Party or its employees, agents, contractors or representatives; or (iii) the Indemnifying Party’s failure to comply with any applicable federal, state or local law, ordinance, permit, order, rule or regulation. If the event giving rise to the indemnification obligation of a Party under this Section 4.1(a) arises from the concurrent negligence or fault of both Parties (or their respective employees, agents, contractors or representatives), each Party’s indemnification obligations under this Section 4.1(a) shall be in proportion to the percentage of that Party’s negligence or fault.

Mutual Indemnification Obligation. Multitex hereby agrees to indemnify and hold harmless Buyer, and Buyer hereby agrees to indemnify and hold harmless Multitex, against any and all liability, claims, damages, losses, costs or expenses, including reasonable attorneys' fees ("Losses"), relating to (i) any claims by any person for any commissions, broker's or finder's fee relating to this Agreement or the purchase and sale of Purchased Assets contemplated herein; and (ii) any breach of, noncompliance with or misrepresentation contained in any representation, warranty or covenant made by such party herein or in the Related Documents.

Mutual Indemnification Obligation. Except to the extent attributable to a Breach (as defined below) of the party otherwise to be indemnified: (a) CAPTRUST shall indemnify and hold harmless the Plan, the Plan’s trustees, and members of its plan committee (collectively, the "Plan Fiduciaries"), and Client; and (b) Client shall indemnify and hold harmless CAPTRUST, from and against any and all third party claims, loss, damage, and expense (including reasonable attorneys' fees, court costs, and other defense costs) that result from the indemnifying party's: (i) breach of this Agreement; (ii) negligence or willful misconduct; or (iii) breach of its fiduciary duty under ERISA, (collectively, a "Breach"). For purposes of this Section: (a) All acts attributable to a party shall include the acts of that party's officers, directors, members/managers, employees, and agents; (b) All acts of the Plan Fiduciaries (other than CAPTRUST) are attributable to Client; and (c) All indemnification rights shall extend to the indemnified party’s owners, officers, directors, managers, employees, and agents. The indemnification obligations and rights under this Section 4 shall survive a termination of this Agreement.

Mutual Indemnification Obligation. Each of ▇▇▇▇▇▇▇▇ and Distributor (an "Indemnifying Party") shall defend, indemnify and hold harmless the other (an "Indemnified Party"), and each Affiliated Person with respect to the Indemnified Party, from and against any and all claims, causes of action, demands, liabilities, damages, injuries (including, without limitation, death or physical injury to any person and other personal injuries of any type or nature), losses, fines, penalties, assessments and costs (including reasonable attorney's fees, court costs, expert witness fees, remediation costs and consultant's fees) of, to, in favor of, or asserted, incurred or suffered by, any person or entity (including, without limitation, the Indemnified Party, any Affiliated Person with respect to the Indemnified Party or any governmental entity,jurisdiction, agency or body) arising out of, related to, connected with or caused in whole or in part by any of the following: (i) any negligence or wrongful act or wrongful omission of the Indemnifying Party or any Affiliated Person with respect to the Indemnifying Party; (ii) any violation by the Indemnifying Party or any Affiliated Person with respect to the Indemnifying Party of any Environmental Law or other Law, including, but not limited to, any Law governing ▇▇▇▇ Vapor Pressure, sulfur content of diesel fuel, reformulated gasoline or gasoline detergent additives, of any governmental entity, jurisdiction, agency or body; or (iii) any breach or default under this Contract on the part of the Indemnifying Party. Additionally, Distributor shall defend, indemnify and hold harmless ▇▇▇▇▇▇▇▇ and each Affliated Person with respect to ▇▇▇▇▇▇▇▇ from and against any and all claims, causes of action, demands, liabilities, damages, injuries (including, without limitation, death or physical injury to any person and other personal injuries of any type or nature), losses, fines, penalties, assessments and costs (including reasonable attorney's fees, court costs, expert witness fees, remediation costs and consultant's fees) of, to, in favor of, or asserted, incurred or suffered by, any person or entity (including, without limitation, ▇▇▇▇▇▇▇▇, any Affiliated Person with respect to ▇▇▇▇▇▇▇▇ or any governmental entity, jurisdiction, agency or body) arising out of, related to, connected with or caused in whole or in part by any release, leakage, seepage or discharge into the environment of, or fire or explosion caused by or involving, any Product after title thereto has transfer...

Mutual Indemnification Obligation. GFI hereby agrees to indemnify and hold harmless Buyer and Dixie, and Buyer hereby a▇▇▇▇▇ to indemnify and hold harmless GFI and FLP, against any and all liability, claims, damages, losses, costs or expenses, including reasonable attorneys' fees ("Losses"), relating to any breach of, noncompliance with or misrepresentation contained in any representation, warranty or covenant by such party contained herein or in any certificate delivered pursuant to this Agreement provided that a written claim for indemnification by the party seeking indemnification is made within the applicable survival period.