Common use of Mutual Indemnities Clause in Contracts

Mutual Indemnities. In consideration of the Leased Premises being leased to Tenant for the above rental, Tenant agrees: that Tenant, at all times, will indemnify and hold harmless Landlord from all losses, damages, liabilities and expenses, which may arise or be claimed against Landlord and be in favor of any persons, firms or corporations, for any injuries or damages to person or property, consequent upon or arising from any acts, omissions, neglect or fault of Tenant, its agents, servants, employees, licensees, visitors, customers, patrons or invitees, or consequent upon or arising from Tenant's failure to comply with any laws, statutes, ordinances, codes or regulations or any provisions of this Lease. Landlord shall not be liable to Tenant for any damages, losses or injuries to the persons or property of Tenant which may be caused by the acts, neglect, omissions or faults of any persons, firms or corporations, except when such injury, loss or damage results from gross negligence or willful misconduct of Landlord, its agents or employees. All personal property placed or moved into the Leased Premises or the Building shall be at the risk of Tenant or the owners thereof, and Landlord shall not be liable to Tenant for any damages to said personal property. Tenant shall maintain at all times during the term of this Lease an insurance policy or policies in an amount or amounts sufficient to indemnify Landlord and to pay Landlord's damages, if any, resulting from any matter set forth in this Section. In case Landlord shall be made a party to any third party litigation commenced by or against Tenant, Tenant shall protect and hold Landlord harmless and shall pay all cost, expenses and reasonable attorney's fees incurred or paid by Landlord in connection with such litigation. In consideration of the Leased Premises being leased to Tenant for the above rental, Landlord agrees: that Landlord, at all times, will indemnify and hold harmless Tenant from all losses, damages, liabilities and expenses, which may arise or be claimed against Tenant and be in favor of any persons, firms or corporations, for any injuries or damages to person or property, consequent upon or arising from any acts, omissions, neglect or fault of Landlord, its agents, servants, employees, licensees, visitors, customers, patrons or invitees, or consequent upon or arising from Landlord's failure to comply with any laws, statutes, ordinances, codes or regulations or any provisions of this Lease. Tenant shall not be liable to Landlord for any damages, losses or injuries to the persons or property of Landlord which may be caused by the acts, neglect, omissions or faults of any persons, firms or corporations, except when such injury, loss or damage results from gross negligence or willful misconduct of Tenant, its agents or employees. Landlord shall maintain at all times during the term of this Lease an insurance policy or policies in an amount or amounts sufficient to indemnify Tenant and to pay Tenant's damages, if any, resulting from any matter set forth in this Section. In case Tenant shall be made a party to any third party litigation commenced by or against Landlord, Landlord shall protect and hold Tenant harmless and shall pay all cost, expenses and reasonable attorneys' fees and disbursements incurred or paid by Tenant in connection with such litigation.

Mutual Indemnities. In consideration of (a) The Purchaser shall be liable to the Leased Premises being leased to Tenant Vendor for the above rentaland shall, Tenant agrees: that Tenantin addition, at all timesindemnify Vendor from and against, will indemnify and hold harmless Landlord from all losses, costs, claims, damages, expenses and liabilities and expenseswhatsoever suffered, sustained, paid or incurred by Vendor, which may arise or be claimed against Landlord and be in favor out of any personsmatter or thing accruing, firms attributable to, connected with or corporations, for any injuries or damages to person or property, consequent upon occurring or arising from any actsand after the Adjustment Date and which relates to the Assets, omissionsprovided however, neglect or fault of Tenant, its agents, servants, employees, licensees, visitors, customers, patrons or invitees, or consequent upon or arising from Tenant's failure to comply with any laws, statutes, ordinances, codes or regulations or any provisions of this Lease. Landlord that Purchaser shall not be liable to Tenant for nor be required to indemnify Vendor in respect of any losses, costs, claims, damages, losses expenses and liabilities suffered, sustained, paid or injuries incurred by Vendor which arise out of acts or omissions of Vendor, provided the omission was with respect to an obligation of the Vendor that was not assumed by the Purchaser as otherwise contemplated in this Agreement. (b) Vendor shall be liable to Purchaser for and shall, in addition, indemnify Purchaser from and against, all losses, costs, claims, damages, expenses and liabilities whatsoever suffered, sustained, paid or incurred by Purchaser, which arise out of any matter or thing accruing, attributable to, connected with or occurring or arising from and after the Adjustment Date and which relates to the persons or property of Tenant which may be caused by the actsAssets, neglectprovided however, omissions or faults of any persons, firms or corporations, except when such injury, loss or damage results from gross negligence or willful misconduct of Landlord, its agents or employees. All personal property placed or moved into the Leased Premises or the Building shall be at the risk of Tenant or the owners thereof, and Landlord that Vendor shall not be liable to Tenant for any damages to said personal property. Tenant shall maintain at all times during the term of this Lease an insurance policy or policies in an amount or amounts sufficient nor be required to indemnify Landlord and to pay Landlord's Purchaser in respect of any losses, costs, claims, damages, if any, resulting from any matter set forth in this Section. In case Landlord shall be made a party to any third party litigation commenced by or against Tenant, Tenant shall protect and hold Landlord harmless and shall pay all cost, expenses and reasonable attorney's fees liabilities suffered, sustained, paid or incurred by Purchaser which arise out of acts or paid by Landlord in connection omissions of Purchaser. (c) The Purchaser acknowledges that with such litigation. In consideration respect to the environmental condition of the Leased Premises being leased Assets, it is acquiring the Assets on an "as is" basis. Purchaser acknowledges that it is familiar with the condition of the Assets, including the past and present use of the Lands and the Tangibles, that Vendor has provided Purchaser with a reasonable opportunity to Tenant inspect the Assets at the sole cost, risk and expense of Purchaser (insofar as Vendor could reasonably provide access) and that Purchaser is not relying upon any representation or warranty of Vendor as to the condition, environmental or otherwise, of the Assets, except as is specifically made pursuant to Clause 11. (d) The Purchaser shall be liable to the Vendor for and shall, in addition, indemnify the above rentalVendor from and against, Landlord agrees: that Landlord, at all times, will indemnify and hold harmless Tenant from all losses, costs, claims, damages, expenses and liabilities and expenseswhatsoever suffered, sustained, paid or incurred by Vendor, which may arise pertain to environmental damage or be claimed against Tenant and be in favor of any persons, firms contamination or corporations, for any injuries other environmental problems pertaining to or damages to person caused by the Assets or property, consequent upon operations thereon or arising from any acts, omissions, neglect or fault of Landlord, its agents, servants, employees, licensees, visitors, customers, patrons or inviteesrelated thereto, or consequent upon which pertain to any abandoned xxxxx and well sites, abandoned facilities and facility sites, or arising from Landlord's failure abandoned pipelines and easements located on or in the vicinity of the Lands that pertain to comply with the Assets or operations thereon or related thereto, however and by whomsoever caused, and whether such environmental damage or contamination or other environmental problems occur or arise in whole or in part, at or subsequent to the Closing Time. (e) Notwithstanding any lawsother provision in this Agreement, statutes, ordinances, codes or regulations or any provisions of this Lease. Tenant the Purchaser shall not be liable to Landlord for any damages, losses or injuries nor be required to indemnify the persons or property of Landlord which may be caused by the acts, neglect, omissions or faults Vendor in respect of any personslosses, firms or corporationscosts, except when such injuryclaims, loss or damage results from gross negligence or willful misconduct of Tenant, its agents or employees. Landlord shall maintain at all times during the term of this Lease an insurance policy or policies in an amount or amounts sufficient to indemnify Tenant and to pay Tenant's damages, if any, resulting from any matter set forth in this Section. In case Tenant shall be made a party to any third party litigation commenced by or against Landlord, Landlord shall protect and hold Tenant harmless and shall pay all cost, expenses and reasonable attorneys' fees liabilities suffered, sustained, paid or incurred by the Vendor in respect of which Vendor is liable to and disbursements has indemnified Purchaser pursuant to Subclause 18 (a), and Vendor shall not be liable to nor be required to indemnify Purchaser in respect of any losses, costs, claims, damages, expenses and liabilities suffered, sustained, paid or incurred by Purchaser in respect of which Purchaser is liable to and has indemnified Vendor pursuant to Subclause 18 (b), in both cases disregarding the time limit set out in Subclause 18 (c). The indemnities provided for in this Clause 19 shall apply only if Closing occurs. (f) The liabilities and indemnities created by Clause 18 and Clause 19 shall be deemed to apply to, and shall not merge in, all assignments, transfers, conveyances, novations, trust agreements and other documents conveying the Assets from Vendor to Purchaser not withstanding the terms of such assignments, transfers, conveyances, novations and other documents or paid by Tenant in connection with any rule of law or equity to the contrary, and all such litigationrules are hereby waived.

Mutual Indemnities. In consideration The Seller agrees that as between Seller and Purchaser, the Seller shall be liable for all liabilities, loss, cost and/or damage (including attorney fees) which are asserted as (i) claims by third parties based upon a breach or alleged breach of Seller occurring prior to Closing of any of the Leased Premises being leased Leases, the Service Contracts, other contracts related to Tenant the Property, and (ii) third party tort claims based upon acts or events occurring prior to the Closing (collectively, the “Claims”). The claims by third parties for loss or damage for which the Seller shall be responsible as set forth above rentalare hereinafter referred to as “Claims Against Seller.” In this regard, Tenant agrees: that Tenant, at all times, will the Seller agrees to indemnify and hold harmless Landlord Purchaser from and against all lossesloss and damage (including costs and reasonable attorney fees) incurred by Purchaser as a result of Claims Against Seller. Purchaser agrees that as between the Seller and Purchaser, damagesfrom and after the Closing Date, liabilities Purchaser shall be liable for all liabilities, loss, cost and/or damage (including attorney fees) which are asserted as Claims, but only if such asserted Claims arise and expensesaccrue on or after the Closing Date. The claims by third parties for loss or damage for which Purchaser shall be responsible as set forth above are hereinafter referred to as “Claims Against Purchaser.” In this regard, which may arise Purchaser agrees to indemnify and hold harmless the Seller from and against all loss and damage (including costs and reasonable attorney fees) incurred by the Seller, or be claimed against Landlord and be in favor any of them, as the result of Claims Against Purchaser. Any party entitled to indemnification under this Agreement (the “Indemnified Party”) shall, within ten (10) days after the receipt of notice of the assertion or imposition of any personsclaim (but in no event later than ten (10) days prior to the date any response or answer is due in any proceeding) in respect of which indemnity may be sought from the party against whom an indemnity obligation is asserted pursuant to this Agreement (the “Indemnifying Party”), firms or corporations, for any injuries or damages shall notify the Indemnifying Party in writing of the receipt of existence of such claim. The failure of the Indemnified Party to person or property, consequent upon or arising notify the Indemnifying Party shall not relieve it from any actsliability in respect of such claim which it may have to the Indemnified Party on account of this Agreement, omissionsexcept, neglect or fault however, the Indemnifying Party shall be relieved of Tenant, its agents, servants, employees, licensees, visitors, customers, patrons or inviteesliability to the extent that the failure to so notify (a) shall have caused prejudice to the defense of such claim, or consequent upon (b) shall have increased the costs or arising liability of the Indemnifying Party by reason of the inability or failure of the Indemnifying Party (because of the lack of prompt notice from Tenant's failure the Indemnified Party) to comply be involved in any investigations or negotiations regarding any such claim, nor shall it relieve the Indemnifying Party from any other liability which it may have to the Indemnified Party. In case any such claim shall be asserted or commenced against an Indemnified Party and it shall notify the Indemnifying Party thereof, the Indemnifying Party shall assume the defense thereof with any lawslegal counsel reasonably satisfactory to the Indemnified Party, statutesand, ordinancesafter the defense thereof, codes or regulations or any provisions of this Lease. Landlord shall the Indemnifying Party will not be liable to Tenant the Indemnified Party hereunder for any damages, losses legal or injuries to the persons or property of Tenant which may be caused other expenses subsequently incurred by the acts, neglect, omissions or faults of any persons, firms or corporations, except when such injury, loss or damage results from gross negligence or willful misconduct of Landlord, its agents or employees. All personal property placed or moved into the Leased Premises or the Building shall be at the risk of Tenant or the owners thereof, and Landlord shall not be liable to Tenant for any damages to said personal property. Tenant shall maintain at all times during the term of this Lease an insurance policy or policies in an amount or amounts sufficient to indemnify Landlord and to pay Landlord's damages, if any, resulting from any matter set forth in this Section. In case Landlord shall be made a party to any third party litigation commenced by or against Tenant, Tenant shall protect and hold Landlord harmless and shall pay all cost, expenses and reasonable attorney's fees incurred or paid by Landlord Indemnified Party in connection with such litigationthe defense thereof other than reasonable costs of investigation. In consideration the event that the Indemnifying Party does not assume the defense, or arrange settlement of any claim, the Indemnified Party may defend itself at the Indemnifying Party’s cost and may settle such claim without the written consent of the Leased Premises being leased Indemnifying Party. Nothing in this paragraph shall be construed to Tenant for the above rental, Landlord agrees: mean that Landlord, at all times, will indemnify and hold harmless Tenant from all losses, damages, liabilities and expenses, which may arise or Purchaser shall be claimed against Tenant and be in favor of any persons, firms or corporations, responsible for any injuries obligations, acts or damages omissions of Seller prior to person the Effective Date, except for those obligations and liabilities expressly assumed by Purchaser pursuant to this Agreement; and nothing in this Agreement shall be construed to mean that Seller shall be responsible for any obligations, acts or propertyomissions of Purchaser after the Effective Date, consequent upon or except for those obligations and liabilities arising from any acts, omissions, neglect or fault of Landlord, its agents, servants, employees, licensees, visitors, customers, patrons or invitees, or consequent upon or arising from Landlord's failure after the Effective Date expressly assumed by Seller pursuant to comply with any laws, statutes, ordinances, codes or regulations or any this Agreement. The provisions of this Lease. Tenant Paragraph 12(o) shall not be liable to Landlord for any damages, losses or injuries to survive the persons or property of Landlord which may be caused by the acts, neglect, omissions or faults of any persons, firms or corporations, except when such injury, loss or damage results from gross negligence or willful misconduct of Tenant, its agents or employees. Landlord shall maintain at all times during the term of this Lease an insurance policy or policies in an amount or amounts sufficient to indemnify Tenant and to pay Tenant's damages, if any, resulting from any matter set forth in this Section. In case Tenant shall be made a party to any third party litigation commenced by or against Landlord, Landlord shall protect and hold Tenant harmless and shall pay all cost, expenses and reasonable attorneys' fees and disbursements incurred or paid by Tenant in connection with such litigationClosing.

Mutual Indemnities. In consideration of the Leased Premises being leased to Tenant for the above rental, Tenant agrees: that Tenant, at all times, will indemnify and hold harmless Landlord from all losses, damages, liabilities and expenses, which may arise or be claimed against Landlord and be in favor of any persons, firms or corporations, for any injuries or damages to person or property, consequent upon or arising from any acts, omissions, neglect or fault of Tenant, its agents, servants, employees, licensees, visitors, customers, patrons or invitees, or consequent upon or arising from Tenant's ’s failure to comply with any laws, statutes, ordinances, codes or regulations or any provisions of this Lease. , Landlord shall not be liable to Tenant for any damages, losses or injuries to the persons or property of Tenant which may be caused by the acts, neglect, omissions or faults of any personsperson, firms or corporations, except when such injury, loss or damage results from gross negligence or willful misconduct of Landlord, its agents or employees. All personal property placed or moved into the Leased Premises or the Building building shall be at the risk of Tenant or the owners thereof, and Landlord shall not be liable to Tenant for any damages to said personal property. Tenant shall maintain at all times during the term of this the Lease an insurance policy or policies in an amount or amounts sufficient to indemnify Landlord and to pay Landlord's ’s damages, if any, resulting from any matter set forth in this Section. In case Landlord shall be made a party to any third party litigation commenced by or against Tenant, Tenant shall protect and hold Landlord harmless and shall pay all cost, expenses and reasonable attorney's ’s fees incurred or paid by Landlord in connection with such litigation. In consideration of the Leased Premises being leased to Tenant for the above rental, Landlord landlord agrees: that Landlord, at all times, will indemnify and hold harmless Tenant from all losses, damages, liabilities and expenses, which may arise or be claimed against Tenant and be in favor of any persons, firms or corporations, for any injuries or damages to person or property, consequent upon or arising from any acts, omissions, neglect or fault of or Landlord, its agents, servants, employees, licensees, visitors, customers, patrons or invitees, or consequent upon or arising from Landlord's ’s failure to comply with any laws, statutes, ordinances, codes or regulations or any provisions of this Lease. Tenant shall not be liable to Landlord for any damages, losses or injuries to the persons or property of the Landlord which may be caused by the acts, neglect, omissions or faults of any persons, firms or corporations, except when such injury, loss or damage results from gross negligence or willful misconduct of Tenant, its agents or employees. Landlord shall maintain at all times during the term of or this Lease an insurance policy or policies in an amount or amounts sufficient to indemnify Tenant and to pay Tenant's ’s damages, if any, resulting from any matter set forth in this Section. In case Tenant shall be made a party to any third party litigation commenced by or against Landlord, Landlord shall protect and hold Tenant harmless and shall pay all cost, expenses and reasonable attorneys' ’ fees and disbursements incurred or paid by Tenant in connection connections with such litigation.