Owner’s General Indemnification. Owner, to the fullest extent permitted by law, shall indemnify, defend and hold harmless the Vendor, and its members, officers, directors, employees and agents (“Vendor Indemnified Parties”) from and against claims, losses, damages and liabilities, that are related to the Scope of Work that could be brought by Owner or that are brought by any of the Owner’s directors, officers, managers or employees or by any party other than Vendor, its successors or assigns, or any of their members, officers, directors, employees and agents (“Vendor Related Parties”) or a Vendor subcontractor of any tier, including attorneys’ fees and expenses, for bodily injury, sickness or death, and third party property damage (except to the extent otherwise covered by the “All Risk” Builder’s Risk property insurance described in Section 18.3.1) or destruction to the extent resulting from (i) the fraud, gross negligence or willful misconduct of Owner, Owner’s financing parties, each of their successors and assigns, and each of their members, officers, directors, employees and agents and Owner’s separate Project contractors or anyone for whose acts Owner may be liable (excluding Vendor) (the “Owner Responsible Parties”), (ii) claims from Governmental Authorities related to the failure of any Owner Responsible Party to pay taxes for which such party is responsible, or (iii) the violation of any Legal Requirement by any Owner Responsible Party, except to the extent such bodily injury, sickness or death or third party damage arises from the fraud, gross negligence or willful misconduct of any Vendor Related Parties or Vendor’s subcontractors of any tier in connection with the performance of the Scope of Work or the breach of this Agreement by Vendor, or the violation of any Legal Requirements by the Vendor Related Parties or Vendor’s subcontractors of any tier.
Appears in 7 contracts
Samples: Solar Field Agreement, Solar Field Agreement (BrightSource Energy Inc), Solar Field Agreement (BrightSource Energy Inc)