Sublandlord Indemnity. Sublandlord shall indemnify, defend (by counsel acceptable to Subtenant), protect and hold Subtenant and its assigns harmless from and against any and all liabilities, claims, demands, losses, damages, costs and expenses (including attorneys’ fees) arising out of or relating to: (i) the existence of Hazardous Materials (as hereinafter defined) on, under or about the Sublease Premises to the extent introduced upon the Sublease Premises by Sublandlord, its agents, employees, contractors, licensees, subtenants or invitees prior to the Commencement Date; or (ii) the death of or injury to any person or damage to any property occurring outside the Sublease Premises to the extent caused by the negligence, recklessness or willful misconduct of Sublandlord or its agents, employees, contractors, licensees, subtenants or invitees (other than Subtenant).
Sublandlord Indemnity. Sublandlord shall protect, indemnify and save and hold Subtenant harmless from and against all losses, costs, expenses, damages and liabilities (including, without limitation, reasonable counsel fees and disbursements) of every kind and nature whatsoever, incurred by Subtenant by reason of or arising out of (i) the negligence or willful misconduct of Sublandlord or its Agents, or (ii) any event of default by Sublandlord under the Master Lease, the Original Sublease, and/or any act or failure to act by Sublandlord to perform or observe any of the agreements, terms, covenants or conditions of the Master Lease, Original Sublease or this Sublease on Sublandlord’s part to be performed or observed, except to the extent that Sublandlord’s failure is caused, directly or indirectly, by an event of default hereunder or by any act or failure (where there is a duty) to act by Subtenant or any Agent or invitee of Subtenant.
Sublandlord Indemnity. Sublandlord shall protect, indemnify and save and hold Subtenant harmless from and against all losses, costs, expenses, damages and liabilities (including, without limitation, reasonable counsel fees and disbursements) of every kind and nature whatsoever, incurred by Subtenant by reason of or arising out of (i) the negligence or willful misconduct of Sublandlord or its Agents, or (ii) any event of default by Sublandlord under the Master Lease and/or any act or failure to act by Sublandlord to perform or observe any of the agreements, terms, covenants or conditions of the Master Lease or this Sublease on Sublandlord’s part to be performed or observed, except to the extent that Sublandlord’s failure is caused, directly or indirectly, by an event of default hereunder or by any act or failure (where there is a duty ) to act by Subtenant or any Agent or invitee of Subtenant.
Sublandlord Indemnity. Sublandlord shall be solely responsible for and shall defend, indemnify and hold Subtenant and its partners, officers, directors, employees and agents harmless from and against all Claims arising out of or caused in whole or in part, directly or indirectly, by or in connection with Sublandlord’s storage, use, disposal or discharge of Hazardous Materials at the Premises, whether in violation of this section or not, or Sublandlord’s failure to comply with any applicable laws governing the storage, use disposal or discharge of Hazardous Materials. Sublandlord shall further be solely responsible for and shall defend, indemnify and hold Subtenant harmless from and against any and all Claims arising out of or in connection with the removal, cleanup, detoxification, decontamination and restoration work and materials necessitated by Sublandlord’s use of Hazardous Materials. For the purposes of this indemnity provision, any acts or omissions of Sublandlord or by employees, agents, assignees, contractors or subcontractors of Sublandlord (whether or not they are negligent, intentional or unlawful) shall be strictly attributable to Sublandlord. Sublandlord’s obligations under this section shall survive the termination of this Sublease.
Sublandlord Indemnity. Sublandlord shall indemnify, defend, protect and hold Subtenant, its officers, directors, shareholders, agents and employees harmless of and from any and all loss, liens, liability, claims, causes of action, damage, injury, cost or expense (including reasonable attorneys’ fees and court costs) arising out of or in connection with (i) any breach or default beyond applicable notice and cure periods by Sublandlord in the performance of any of its obligations under this Sublease or the Master Lease, (ii) Sublandlord’s gross negligence or willful misconduct, or (iii) the actions or omissions of Sublandlord, Sublandlord’s employees, agents, contractors, or of any other person under the express or implied invitation of Sublandlord, that occur in or about Subtenant’s leased space on the third and fourth floors of the Building and Annex and any additional space in the Building or Annex that is leased by Subtenant directly from Master Landlord after the date of this Sublease.
Sublandlord Indemnity. Sublandlord shall indemnify, defend, protect and hold Subtenant harmless from and against any loss, cost, damage or liability (including reasonable attorneys’ fees) to the extent arising out of: (i) any injury or death to person or damage to property occurring in, on or about the Subleased Premises, Building, Common Areas or Land to the extent caused by the negligence or willful misconduct of Sublandlord, or (ii) Sublandlord’s failure to perform or observe any of the terms and conditions of the Master Lease resulting in a default thereof, provided that such default is not due to Subtenant’s own failure to perform or observe any such terms and conditions of the Master Lease as incorporated herein.
Sublandlord Indemnity. Subject to the terms of this Sublease and the Xxxxxxxxx, Sublandlord will, except to the extent caused by the negligence or tortious act or omission of Subtenant, or any of Subtenant's agents, officers, contractors, employees, servants, invitees, or any person (other than Sublandlord) claiming by, through or under Subtenant, indemnify and save harmless Subtenant against and from all Costs, including, reasonable attorneys' fees, which may be imposed upon, or incurred by, or asserted against Subtenant by reason of any of the following:
Sublandlord Indemnity. Sublandlord will indemnify, defend and hold Subtenant harmless from and against any loss, cost, damage, expense and liability, including, but not limited to, reasonable attorneys’ fees which Subtenant may incur by reason of damage to personal property or injury to any person or persons to the extent arising by reason of (i) any gross negligence or other fault on the part of Sublandlord, or any of Sublandlord’s agents, invitees, vendors, customers, contractors, Subtenants (other than Subtenant), licensees or employees, or (ii) any willful misconduct of Sublandlord, (iii) any accident, injury or damage whatsoever to any person or entity occurring prior to the Commencement Date in the Sublease Premises (except to the extent caused by the willful acts or negligence of Subtenant or its agents, invitees, vendors, customers, contractors, Subtenants (other than Subtenant), licensees or employees), or (iv) any breach or default by Sublandlord in the performance or observance of its covenants or obligations under this Sublease.
Sublandlord Indemnity. Sublandlord shall indemnify Subtenant against, and hold Subtenant harmless from, all liabilities, losses, obligations, damages, penalties, claims, costs and expenses (including, without limitation, attorneys’ fees and other costs) which are paid, suffered or incurred by Subtenant as a result of (i) the failure of any representation or warranty of Sublandlord set forth in this Sublease to be true, correct or complete in any material respect when made, or (ii) the nonperformance or nonobservance of any such terms, provisions, covenants, stipulations, conditions, obligations or agreements by Sublandlord, except to the extent arising from the negligence or willful misconduct of Subtenant. The provisions of this Section 12(e) shall survive the expiration or earlier termination of this Sublease.
Sublandlord Indemnity. Sublandlord shall defend, indemnify and hold Subtenant harmless from and against all Claims relating to the presence or release of any Hazardous Materials on the Premises caused by Sublandlord or any employee or agent of Sublandlord prior to the Commencement Date.
