Risk of Loss; Indemnification. For purposes of this Addendum, “Loss” means any injury to or death of any person and/or any damage to or loss of property (whether sustained by Xxxxx, Seller, or any other person or entity, and whether due to the fault of Buyer or others) directly or indirectly arising out of or resulting from or in any way connected with: (a) this license and/or the Authorized Hunting Activities; (b) the entry upon the Property by Buyer; (c) the entry upon the Property by any other person in connection with the Authorized Hunting Activities and/or otherwise with the express, implied, actual or ostensive permission of Buyer; and/or (d) any breach of or default with respect to any condition or obligation under this Addendum. As a material part of the consideration for Seller’s execution of the Purchase Agreement and this Addendum, Buyer hereby: (i) assumes all risk of Loss; (ii) waives and releases any claim against Seller for any Loss; and (iii) agrees to defend, protect, indemnify and hold harmless Seller from and against (and to the extent paid by Seller, Xxxxx agrees to reimburse Seller for) any Loss and any and all liabilities, suits, actions, judgments, costs and expenses (including attorneys’ fees and expenses) incurred by Seller in connection with any Loss. Buyer’s obligation under this paragraph shall survive notwithstanding: (A) Buyer’s acquisition of the Property at a Closing; (B) the failure of Buyer to acquire the Property for any reason; and/or (C) the termination of the Purchase Agreement and/or this Addendum for any reason. If Buyer consists of more than one individual and/or entity, Buyer’s obligations under this paragraph shall be joint and several as between each such individual and/or entity.
Risk of Loss; Indemnification. The Administrator, Subcontractors, Contract Administrator and the Commission at no time assume risk of loss for any personal property including, but not limited to, owned equipment, leased/rented/borrowed equipment, tools, employee tools and clothing of Implementer, Implementer Subcontractors, or their employees whether at the site of the Administrator, Contract Administrator or the Commission. Implementer shall indemnify and hold harmless the Administrator, Subcontractors, Contract Administrator and the Commission and all their respective officers, members, directors and employees (the “Indemnified Parties”) from all suits, actions, or claims of any character brought for or on account of any injuries or damages received by any persons or property resulting from the operations of Implementer, or any of its agents or Implementer Subcontractors, in performing Work under this Agreement. Implementer shall indemnify and hold harmless the Indemnified Parties from (i) all suits, actions or claims of any character brought for or on account of any obligations arising out of Agreements between Implementer and Implementer Subcontractors to perform services or otherwise supply products or services, and (ii) any audit disallowances related to the allocation of administrative costs under this Agreement, irrespective of whether the audit is ordered by federal or state agencies or by a court, and all reasonable attorneys’ fees and costs related thereto. Implementer shall expressly protect, indemnify, and hold harmless the Indemnified Parties from any and all claims, demands, suits, liability and expense by reason of injury to or death of any agent or employee of Implementer or Implementer Subcontractors of any tier while performing Work under this Agreement, including claims, demands and actions founded upon or growing out of the claim or assertion that any Indemnified Party did not furnish or afford at such premises a safe place of Work or employment or requisite statutory safety in a public building, or were otherwise either solely or jointly negligent; Implementer further will perform the Work under applicable safety rules and will indemnify and hold harmless the Administrator, Subcontractors, Contract Administrator and the Commission, their officers, agents, and employees from any civil penalties which may be assessed for violations of the Occupational Safety and Health Act of 1970 and any amendments thereto, or any standards, rules or orders promulgated, or regulatio...
Risk of Loss; Indemnification. Loss or damage to equipment, materials, or services, occurring on or off the work site, shall be the responsibility of the Contractor. The County shall not assume liability for completed work until the County has accepted the work as complete. The contractor shall indemnify, hold harmless, and defend the County and its consultants, agents, officers, employees, and volunteers from and against all claims, damages, losses, and attorneys fees, and related expenses, whether direct or indirect, arising out of the negligent actions or willful misconduct of the Contractor, or its agents, except to the extent caused by the negligence or misconduct of the County or its agents or employees.
Risk of Loss; Indemnification. To the maximum extent permitted by law, but subject to the provisions of the remaining sentences of this Section 13, (a) Tenant agrees that it will occupy the Premises at its own risk, and that Landlord will not be liable to Tenant, or to any person claiming or admitted to the Premises through Tenant, for injury or death to persons, or loss or damage to property of any nature whatsoever, and (b) Tenant waives and will indemnify Landlord against any claim for bodily injury or death or damage to property, including reasonable legal fees, by Tenant or by any person claiming under or admitted to the Premises through Tenant, while at the Premises, including, without limitation. Tenant’s employees, agents, contractors and invitees. To the maximum extent permitted by law. Landlord shall save harmless, exonerate and indemnify Tenant, its contractors, agents and employees from and against any and all claims, liabilities or penalties asserted by or on behalf of any person, firm, corporation, or public authority on account of injury, death, damage or loss to person or property in or upon the Premises, Building or Property arising out of the willful misconduct, gross negligence, or negligence of Landlord, its agents and employees, except to the extent the same was caused by the willful misconduct, gross negligence or negligence, of Tenant, its agents and employees. In respect of all of the foregoing, Landlord shall indemnify Tenant from and against all costs, expenses (including reasonable attorneys’ fees), and liabilities incurred in or in connection with any such claim, action or proceeding brought thereon.
Risk of Loss; Indemnification. (a) BASF shall have responsibility and liability for care, custody or control of all raw materials, container, labels and Product from the time the same is delivered to BASF until delivery of Product to AMVAC, and shall use commercially reasonable efforts to reduce yield loss to two and one half percent (2.5%) above the target yields for the Products set forth in Exhibit E-1.
Risk of Loss; Indemnification. Seller shall own and be deemed to be in actual or constructive control and possession of the Gas until such Gas shall have been delivered at the Title Transfer Point(s) identified in Section 6.1 hereof. Buyer shall own and be deemed to be in actual or constructive control and possession of the Gas after delivery of such Gas to the Title Transfer Point(s) identified in Section 6.1 hereof. As between the parties, each Party shall bear the risk of loss for such Gas and for any injury or damage caused thereby while such Gas is in its actual or constructive control or possession; provided that Seller shall be and remain liable for any and all damages attributable to processing and/or quality deficiencies occurring after such Gas has been delivered to the Title Transfer Point(s) pursuant to the exercise of Seller's rights under Section 12.1, notwithstanding Buyer's control over and possession of such Gas.
Risk of Loss; Indemnification. For purposes of this Addendum, “Loss” means any injury to or death of any person and/or any damage to or loss of property (whether sustained by Xxxxx, Seller, or any other person or entity, and whether due to the fault of Buyer or others) directly or indirectly arising out of or resulting from or in any way connected with:
Risk of Loss; Indemnification. All transactions effected for Customer's accounts and all fluctuations in the market prices of the futures contracts carried in Customer's accounts are at Customer's sole risk and Customer shall be solely liable under all circumstances for any losses arising from such transactions. By execution of this agreement, Customer warrants that Customer is willing and financially able to sustain any such losses. Broker is not responsible for the obligations of the persons with whom Customer's transactions are effected, nor is Broker responsible for delays in transmission, delivery or execution of Customer's orders due to malfunctions of communications facilities or other causes. Broker shall not be liable to Customer for the loss of any margin deposits which is the direct or indirect result of the bankruptcy, insolvency, liquidation, receivership, custodianship or assignment for the benefit of creditors of any bank, another clearing broker, exchange, clearing organization or similar entity. Customer agrees to indemnify Broker and hold Broker harmless from any liability, cost or expense (including attorneys' fees and expenses and any fines or penalties imposed by any governmental agency, contract market, exchange, clearing organization or other self-regulatory body) which Broker may incur or be subjected to with respect to Customer's account or any transaction or position therein. Without limiting the generality of the foregoing, Customer agrees to reimburse Broker on demand for any cost of collection incurred by Broker in collecting any sums owing by Customer under this agreement and any cost incurred by Broker in successfully defending itself against any claims asserted by Customer, including all attorneys' fees, interest and expenses.
Risk of Loss; Indemnification. UTA will acquire automobile liability insurance for the RVP Vehicle as described above. UTA will self-insure the property damage losses with respect to the RVP Vehicle and will repair and/or replace the RVP Vehicle (as described above) in the event of partial or total damage to the RVP Vehicle, subject to Lessee’s satisfying the Deductible provisions contained in Section 3.6 of this Agreement. Lessee will be solely responsible for any uninsured risks resulting from the RVP Vanpool. Lessee hereby agrees to indemnify, defend and hold UTA harmless from and with respect to any claims, causes of action, liability, damages, costs and expenses (including attorneys’ fees) that are not covered by the insurance described above. Lessee shall also indemnify, defend and hold UTA harmless from and with respect to any claims, causes of action, liability, damages, costs and expenses (including attorneys’ fees) that result from Lessee’s breach of any covenant or obligation set forth in this Agreement.
Risk of Loss; Indemnification. (a) Risk of Loss (i) In the event that the amount of earnings on invested Collateral is insufficient to pay the entire rebate or other amount payable to a Borrower under any loan of securities in respect of which such Collateral is held and, therefore, results in negative earnings (“Negative Earnings”), the amount of such Negative Earnings shall be shared by the Effected Fund and the Lending Agent, on a monthly basis, in accordance with and in the same proportion as their respective percentage entitlements to earnings as set forth in Exhibit C hereto except to the extent, if any, that any such Negative Earnings result from the, negligence or willful misconduct of the Lending Agent, or the failure of the Lending Agent to comply with the provisions of this Agreement including the Investment Guidelines, in which case the Lending Agent shall be responsible for the amount of such Negative Earnings.
