Operator's Indemnity. Operator shall indemnify and hold Partnership, its employees or agents harmless from and against all actions, claims, demands, cost and liabilities to Partnership arising from:
(a) all actions (or failures to act) by Operator which are not in accordance with the terms of this Agreement or an express direction by Partnership, excluding actions (or failures to act) by Operator in good faith within the scope of its authority in the course of the Operation of the Line; or
(b) claims for non-payment of any and all contributions, withholding deductions or taxes measured by the wages, salaries or compensation paid to Persons employed by Operator in connection with the Operation of the Line.
Operator's Indemnity. Subject to Article 12, to the extent permitted by applicable law, Operator agrees that it shall indemnify and hold harmless Subscriber, its permitted successors and assigns and their respective directors, officers, members, shareholders and employees (collectively, the “Subscriber Indemnified Parties”) from and against any and all Losses incurred by the Subscriber Indemnified Parties to the extent arising out of Operator’s negligence or willful misconduct. Operator shall not, however, be required to reimburse or indemnify any Subscriber Indemnified Party for any Loss to the extent such Loss is due to the negligence or willful misconduct of any Subscriber Indemnified Party.
Operator's Indemnity. Operator shall indemnify, defend and hold the Partnership, its Partners, employees and agents and the Affiliates, directors, officers, employees and agents of its Partners, harmless from and against any claim, demand, cause of action, liabilities (including reasonable attorneys’ fees), damages, loss or expense arising from or related in any way to:
8.1.1 all actions or failures to act by Operator which are not in accordance with the terms of this Agreement or any express direction by the Partnership.
8.1.2 claims for non-payment of any and all contributions, withholding deductions or taxes measured by the wages, salaries or compensation paid to Persons employed by Operator in connection herewith except for claims associated with or resulting from good faith efforts to contest such taxes.
8.1.3 Partnership losses and/or third party claims arising from Operator’s gross negligence or willful misconduct or both.
Operator's Indemnity. Subject to the limitations set forth in Article 11, the Operator shall defend and indemnify the Owner, and any entity having an ownership interest in the Owner, against, and save and hold the Owner harmless from, any and all liability, claims, demands, damages and costs of every kind and nature including injury to, or death of, any and all persons, including, without limitation, employees or agents of the Operator or of the Owner or any subcontractor or any other person, or persons and for damage, destruction or loss, to or of any and all property, real or personal, including, without limitation, property of the Owner or of any subcontractor or of any other person or persons, to the extent resulting from or in any manner arising out of or in connection with any act or omission of the Operator in connection with this Agreement, provided that the Owner was not negligent in any act or omission giving rise to the claim (except any claim for which the Operator is entitled to indemnification as provided in Section 10.1 above).
Operator's Indemnity. Subject to the limitations set forth in Section -------------------- 8.4 hereof, Operator shall indemnify and hold Owner and its Affiliates, officers, directors, employees, agents and partners harmless from and against any and all clams, actions, damage, expenses (including reasonable attorneys' fees), losses or liabilities (excluding lost revenues and consequential damages) incurred by or asserted against Owner or its Affiliates, officers, directors, employees, agents, or partners arising out of claims for injury to or death of persons, or for physical loss of or damage to property of third parties to the extent that such claims, actions, damages, expenses, losses or liabilities are caused by the negligence or willful misconduct of Operator or its Affiliates, employees or agents. In the event that Operator and Owner are both negligent, each shall be responsible for the portion of liability that would be assigned to it under a comparative negligence standard.
Operator's Indemnity. Subject to Section 20.2, after the Effective Date each party will indemnify and save the Operator, in its capacity as such, harmless from and against any loss, liability, claim, demand, damage and expense in connection with loss of life, personal injury or damage to property (including, without limiting the generality of the foregoing, legal fees) arising out of any acts or omissions of the Operator or its officers, employees or agents, contractors, licensees and invitees, as applicable. The obligation of each of the parties to indemnify and save the Operator harmless pursuant to this Section 20.1 will be in proportion to its Interest as at the date that the loss of life, personal injury or damage to property occurred.
Operator's Indemnity. The Operator shall indemnify and save each of the Parties harmless from and against any loss, liability, claim, demand, damage and expense in connection with loss of life, personal injury or damage to the property (including, without limiting the generality of the foregoing, legal fees) arising out of any acts or omissions of the Operator caused by the gross negligence, willful misconduct or fraud of the Operator or the gross negligence, willful misconduct or fraud of the Operator’s officers, employees or agents. Each Party will indemnify and save the Operator, in its capacity as such, harmless from and against any loss, liability, claim, demand, damage and expense in connection with loss of life, personal injury or damage to property (including, without limiting the generality of the foregoing, legal fees) arising out of any acts or omissions of the Operator or its officers, employees or agents that occurred in the course of performing the Operator’s duties, responsibilities and obligations under the Joint Venture Agreement, except to the extent caused by its own gross negligence, willful misconduct or fraud or the gross negligence, willful misconduct of fraud of its officers, employees or agents.
Operator's Indemnity. Operator shall defend, indemnify and hold harmless Company (including its officers, directors, employees, agents, contractors, and partners, and the respective officers, directors, employees, agents, or contractors of said partners) from and against any and all liabilities (including third party liabilities relating to the Utah Project), claims, injuries (including death resulting from injuries), property damage, fine, penalty or assessment by any public agency (insofar as not prohibited by law), cost or expense (including costs of defense, settlement and reasonable attorneys' fees), which (i) are directly or indirectly caused solely by any act or omission (if it is required to act) of Operator, its officers, directors, employees, agents, contractors, or partners or the respective officers, directors, employees, agents, or contractors of said partners associated with, or arising from Operator's performance or nonperformance of its obligations under, this Agreement, or (ii) are caused jointly by any such act or omission (if it is required to act) by Operator, its officers, directors, employees, agents, or contractors and any such act or omission by any third party or parties (other than the officers, directors, employees, agents or contractors of Operator), but only to the extent of the fault of Operator, its agents, employees or contractors relative to the fault of such third party or parties.
Operator's Indemnity. 18 9.0 LESSEE'S INDEMNITY.............................................. 18
Operator's Indemnity. Subject to this Article 8, the Operator must indemnify each Participant (other than itself where it is also a Participant) from and against any liability suffered, sustained or incurred by each such Participant in respect of any loss, damage, claim, demand, proceeding, expense, injury or death (including legal fees), not including consequential damages, arising out of or as a consequence of any fraudulent act or omission, or of gross negligence (which has the same meaning as given to that term in clause 8.3) of the Operator or its officers, employees or agents in connection with the Agreement and if the Operator fails to pay such amount and the Operator is a Participant, then the amount thereof shall constitute a Default Amount and such Participant shall be deemed to be a Defaulting Participant. Notwithstanding any implication to the contrary in this Article 8 but subject to clauses 8.4 and 8.6, each Participant shall have all remedies available at law or in equity in the event of any breach of this Agreement by the Operator.
