Subtenant Indemnity. Subtenant shall indemnify, defend (by counsel acceptable to Sublandlord and Master Landlord in their sole discretion), protect and hold Sublandlord and Master Landlord and their respective directors, officers, shareholders, partners, members, employees, contractors, assigns and mortgagees harmless from and against any and all liabilities, claims, demands, losses, damages, costs and expenses (including reasonable attorneys’ fees) arising out of or relating to (i) the use or occupancy of the Sublease Premises by Subtenant or its Agents or anyone claiming by, through or under Subtenant; (ii) the failure by Subtenant or anyone claiming by, through or under Subtenant to comply with any term, condition, or covenant of this Sublease or the Master Lease incorporated herein, including, without limitation, Subtenant’s obligation to surrender the Sublease Premises in the condition herein required; (iii) the negligence or willful misconduct of Subtenant, its Agents or anyone claiming by, through or under Subtenant; (iv) the existence of Hazardous Materials (as hereinafter defined) on, under or about the Sublease Premises to the extent caused, stored, released, discharged or introduced by Subtenant or its Agents; (v) the death of or injury to any person or damage to any property in the Sublease Premises; or (vi) the death of or injury to any person or damage to any property on or about the Master Premises to the extent caused by the negligence, recklessness or willful misconduct of Subtenant or its Agents.
Subtenant Indemnity. Furthermore, if Subtenant holds over beyond the termination of the Term, then Subtenant shall be liable for all holdover rent, charges, fees, indemnities, holdover damages and other amounts owed by Sublandlord to Prime Landlord in respect of such holding over pursuant to the Lease or otherwise, including, without limitation, pursuant to Article 22.02 of the Original Lease, but only to the extent such amounts exceed the amounts due and payable under clause (a) above. In addition to the amounts described above, if Subtenant holds over beyond the termination of the Term, Subtenant shall be liable to Sublandlord for and indemnify and hold Sublandlord harmless against (i) any payment or rent concession that Sublandlord may be required to make to any subtenant obtained by Sublandlord for all or any part of the Premises (a “New Subtenant”) by reason of the late delivery of space to the New Subtenant as a result of Subtenant’s holding over or in order to induce such New Subtenant not to terminate its sublease by reason of the holding over by Subtenant, (ii) the loss of the benefit of the bargain if any New Subtenant shall terminate its sublease by reason of the holding over by Subtenant and (iii) any claim for damages by any New Subtenant. Subtenant shall defend, indemnify and hold Sublandlord harmless from and against all losses, costs, (including reasonable attorney’s fees and the enforcement of this indemnity) and damages (including consequential damages and lost profits) arising out of or relating solely to the holding over by the Subtenant in the Premises and arising after the earlier of (1) November 30, 2039, (2) the termination of this Sublease as a result of a default by Subtenant hereunder and (3) the date that is six (6) months after the date a notice of termination is delivered to Subtenant pursuant to the provisions of Section 12(c) below. Notwithstanding anything to the contrary contained herein, if Sublandlord or Sublandlord’s other subtenants (if any) are also holding over in portions of the Prime Leased Premises and such holdover also delays delivery to Prime Landlord or another subtenant, then the indemnity under this Section 12(a) and (b) shall take such concurrent holdover into account (as applicable) for so long as it shall exist, based on the duration thereof and the relative sizes of spaces in which such concurrent holdover is occurring (but, in the case of holdover by other subtenants, such taking into account shall apply only to the extent ...
Subtenant Indemnity. Subtenant shall be solely responsible for and shall defend, indemnify and hold Sublandlord 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 Subtenant’s storage, use, disposal or discharge of Hazardous Materials at the Subleased Premises, whether in violation of this section or not, or Subtenant’s failure to comply with any applicable laws governing the storage, use disposal or discharge of Hazardous Materials. Subtenant shall further be solely responsible for and shall defend, indemnify and hold Sublandlord 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 necessary to return the Subleased Premises to their condition existing prior to Subtenant’s storage, use or disposal of the Hazardous Materials on the Subleased Premises. For the purposes of this indemnity provision, any acts or omissions of Subtenant or by employees, agents, assignees, contractors or subcontractors of Subtenant (whether or not they are negligent, intentional or unlawful) shall be strictly attributable to Subtenant. Subtenant’s obligations under this section shall survive the termination of this Sublease. Notwithstanding the foregoing, nothing in this Sublease will be construed or is intended to impose any liability, obligation or responsibility on Subtenant for any Hazardous Materials existing in the Subleased Premises prior to the Commencement Date or which was brought onto the Building by Sublandlord, Master Landlord, or any third party.
Subtenant Indemnity. Except to the extent due to the negligence or willful misconduct of Sublandlord or its Agents, Subtenant shall protect, indemnify and save and hold Sublandlord 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 Sublandlord by reason of or arising out of (i) any accident, death, injury or damage which shall happen in, on, or in connection with, the Subleased Premises or any part thereof on or after the Sublease Commencement Date, or arising out of the condition, occupancy, maintenance, alteration, repair, use, or operation of the Subleased Premises or any part thereof on or after the Sublease Commencement Date, (ii) any event of default under the Master Lease or this Sublease on Subtenant’s part, including without limitation the release by Subtenant or its Agents of any Hazardous Materials at, on, within, under, about or from the Subleased Premises, the Building, or the Property, or in the soil, groundwater or soil vapor on or under the Subleased Premises, or elsewhere in connection with the transportation of Hazardous Materials to or from the Subleased Premises in violation of any Environmental Laws, or (iii) failure by Subtenant to vacate the Subleased Premises and surrender the Subleased Premises in the condition required under this Sublease on or before the expiration of the Term or earlier termination of this Sublease.
Subtenant Indemnity. Subtenant hereby indemnifies and holds Sublandlord harmless from and against any and all claims, actions, damages, liabilities and expenses (including, without limitation, reasonable attorneys’ fees and costs of litigation) arising out of the condition, use or occupancy of the Premises by Subtenant prior to the Commencement Date,provided, however, that this Subsection 13.b shall not apply to environmental matters.
Subtenant Indemnity. Except to the extent of the waivers contained in Section 16 of this Sublease, Subtenant will indemnify, defend and hold harmless Sublandlord and Master Landlord, their employees and agents from and against all losses, costs, damages, expenses and liabilities, including reasonable attorneys' fees and disbursements, which Sublandlord or Master Landlord may incur or pay out by reason of (i) any accidents, damages or injuries to persons or property occurring in, on or about the Subleased Premises during the period commencing on the Possession Date and ending on the latter to occur of (A) the Expiration Date, or (B) the date Subtenant actually vacates the Subleased Premises in accordance with, and in the condition required by, this Sublease, (except to the extent the same has been caused by, if as to Sublandlord or its agents, employees, contractors or invitees gross negligence or intenlionally wrongful act or, if as to Master Landlord, the negligence or intentionally wrongful act of Master Landlord), (ii) any breach or default of this Sublease on Subtenant's part, (iii) any work done after the date hereof in or to the Subleased Premises by or on behalf of Subtenant, or (iv) any act or omission on the part of Subtenant, or any person claiming through or under Subtenant relating to Subtenant's use of the Subleased Premises. 13.
Subtenant Indemnity. Subtenant agrees to indemnify, defend and hold harmless Plated and its shareholders, directors, officers, affiliates, agents and employees, and their successors and assigns, from and against all claims, demands, suits, proceedings, injunctive relief, orders, liens, losses, costs, fines, penalties, judgments, damages, fees and expenses (including reasonable attorneys’ fees and expenses) of every kind and nature whatsoever arising out of or related to, the following, to the extent occurring on or after the Effective Date: (a) the negligence or willful misconduct of Subtenant; (b) any liability under the Master Lease or this Agreement caused by any act or omission of Subtenant, its employees, agents, contractors, guests or invitees, or (c) Subtenant’s breach of any provision of the Master Lease or this Agreement.
Subtenant Indemnity. Upon timely notice from Sublandlord, Subtenant agrees to protect, defend, indemnify, and hold harmless Sublandlord from and against any and all liabilities, claims, expenses, losses and damages (including reasonable attorney fees and costs), that may at any time be asserted against Sublandlord by (a) the Master Landlord for failure of Subtenant to perform any of the covenants, agreements, terms, provisions, or conditions contained in this Sublease, or (b) any third party as a result of Subtenant's
Subtenant Indemnity. Except to the extent due to the negligence or willful misconduct of Tenant or its agents, Subtenant shall protect, indemnify and save and hold Tenant 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 Tenant by reason of or arising out of (I) any accident, death, injury or damage which shall happen in, on, or in connection with, the Leased Premises or any part thereof on or after date of the Sublease, or arising out of the condition, occupancy, maintenance, alteration, repair, use, or operation of the Leased Premises or any part thereof on or after the date of the Sublease, (ii) any event of default under the Prime Lease or this Sublease on Subtenant’s part, including without limitation the release by Subtenant or its Agents of any hazardous materials at, on, within, under, about or from the Leased Premises, or in the soil, groundwater or soil vapor on or under the Leased Premises, or elsewhere in connection with the transportation of hazardous materials to or from the Leased Premises in violation of any environmental laws, or (iii) failure by Subtenant to vacate the Leased Premises and surrender the Leased Premises in the condition required under this Prime Lease and/or this Sublease on or before the expiration of the term of either or earlier termination of this Sublease.
Subtenant Indemnity. Any and all indemnifications made by Sublandlord as tenant under the Prime Lease shall be deemed to be made by Subtenant hereunder in favor of both Sublandlord and Prime Landlord. In addition, Subtenant hereby agrees to defend, indemnify and hold the Sublandlord and Prime Landlord harmless from and against any and all expenses, loss, claims, damages and liability including, without limitation, reasonable attorneys’ fees, penalties and fines, arising out of or incurred in connection with Subtenant’s breach of this Sublease (including the terms of the Prime Lease, to the extent incorporated herein), and/or any act or omission of the Subtenant, its agents, contractors, licensees, invitees or employees in or about the Sub-Premises, or the common areas of the Building and in or about the Land, including, but not limited to, claims as a result of personal or bodily injury to or death of any person or property damage or claims of the Subtenant’s employees, agents or contractors arising out of or in connection with the Subtenant’s occupancy, use and possession of the Sub-Premises, the common areas or the Land; provided, however, that notwithstanding anything herein contained to the contrary, the Subtenant shall have no obligation to defend, indemnify or hold the Sublandlord, or Prime Landlord harmless from and against any expense, loss, claim or liability, including attorneys’ fees, to the extent same arise from the negligence or willful misconduct of the Sublandlord or Prime Landlord, respectively.
