Common use of Tenant’s Indemnification Obligations Clause in Contracts

Tenant’s Indemnification Obligations. Subject to the waiver of subrogation provisions in Section 14.3, the remainder of this Article XXI, and Section 26.3, and except for Losses for which Landlord is responsible pursuant to Section 21.2, Tenant, to the fullest extent permissible by Applicable Legal Requirements, agrees to release, indemnify, hold harmless and defend Landlord Indemnified Parties from and against any and all Losses to the extent arising out of (i) a Lease Assignment or Sublease made by Tenant in violation of this Lease, (ii) a Tenant Event of Default, (iii) any negligent acts or omissions of Tenant or any other Tenant Party with respect to this Lease, the Leased Property or the SNDA, (iv) the fraud, negligence or willful misconduct of Tenant or any Tenant Party in connection with the Leased Property or the transactions contemplated by this Lease or in connection with the SNDA, (v) the operation, possession, use, non-use, maintenance, modification, alteration, construction, reconstruction, restoration, condition, design or replacement of the Leased Property (or any portion thereof) by Tenant or any other Tenant Party, (vi) a change that results in a breach of Section 28.1(a), or (vi) the business and activities of Tenant or of any other Person (other than Landlord, any Landlord Party, any Landlord Indemnified Party or Landlord Lender) permitted on or about the Leased Property by Tenant (whether as an invitee, subtenant, licensee or otherwise); Provided, however, to the extent and in the proportion such Losses also arise out of any of the following (collectively, and together with the matters described in Section 21.1(b), below, the “Exclusions from Tenant’s Indemnification Obligations”), Tenant’s indemnification under this subsection shall, to such extent, not apply: (A) the negligence, willful misconduct or fraud of any Landlord Party or any Landlord Indemnified Party; (B) except to the extent arising by reason of a Tenant Event of Default, a breach of any covenant, representation or warranty by any Landlord Party or Landlord Indemnified Party contained in this Lease, the SNDA, or any other document entered into in connection herewith or therewith; (C) any dispute (A) between or among any Landlord Party or any Landlord Indemnified Parties, (B) between or among Landlord Lenders or (C) between or among any one or more Landlord Indemnified Parties, on the one hand, and any Tenant Party on the other hand; (D) the negotiation, preparation or administration of this Lease, any Landlord Loan Document, the SNDA, or any other document entered into in connection herewith or therewith; (E) except to the extent arising by reason of a Tenant Event of Default, a violation of any Applicable Legal Requirement or any other legal, regulatory, judicial or similar requirement by any Landlord Party or Landlord Indemnified Party; (F) a Transfer or other disposition by any Landlord Party or Landlord Indemnified Party of any interest in all or any portion of the Leased Property; (G) to the extent imposed with respect to any period (except during the exercise of remedies pursuant to this Lease) after the expiration of the Term or earlier termination of this Lease, except to the extent such Losses are caused by the negligence, willful misconduct, or other fault of Tenant or are attributable to (A) events or matters occurring prior to the expiration of the Term or earlier termination of the Lease, (B) the exercise of remedies relating to a Tenant Event of Default, or (C) the failure by Tenant to return the Liquids Transportation System to Landlord in accordance with the terms of this Lease; (H) arising as a result of a default or event of default under the Landlord Loan Documents or the SNDA or arising otherwise in connection with or under any Landlord Loan Document, except to the extent caused by a Tenant Event of Default; or (I) a Landlord Event of Default.

Tenant’s Indemnification Obligations. Subject to the waiver of subrogation provisions in Section 14.314.3 , the remainder of this Article XXIXXI , and Section 26.326.3 , and except for Losses for which Landlord is responsible pursuant to Section 21.221.2 , Tenant, to the fullest extent permissible by Applicable Legal Requirements, agrees to release, indemnify, hold harmless and defend Landlord Indemnified Parties from and against any and all Losses to the extent arising out of (i) a Lease Assignment or Sublease made by Tenant in violation of this Lease, (ii) a Tenant Event of Default, (iii) any negligent acts or omissions of Tenant or any other Tenant Party with respect to this Lease, the Leased Property or the SNDA, (iv) the fraud, negligence or willful misconduct of Tenant or any Tenant Party in connection with the Leased Property or the transactions contemplated by this Lease or in connection with the SNDA, (v) the operation, possession, use, non-use, maintenance, modification, alteration, construction, reconstruction, restoration, condition, design or replacement of the Leased Property (or any portion thereof) by Tenant or any other Tenant Party, (vi) a change that results in a breach of Section 28.1(a)) , or (vi) the business and activities of Tenant or of any other Person (other than Landlord, any Landlord Party, any Landlord Indemnified Party or Landlord Lender) permitted on or about the Leased Property by Tenant (whether as an invitee, subtenant, licensee or otherwise); ProvidedProvided , howeverhowever , to the extent and in the proportion such Losses also arise out of any of the following (collectively, and together with the matters described in Section 21.1(b)) , below, the ““ Exclusions from Tenant’s Indemnification ObligationsObligations ”), Tenant’s indemnification under this subsection shall, to such extent, not apply: (A) the negligence, willful misconduct or fraud of any Landlord Party or any Landlord Indemnified Party; (B) except to the extent arising by reason of a Tenant Event of Default, a breach of any covenant, representation or warranty by any Landlord Party or Landlord Indemnified Party contained in this Lease, the SNDA, or any other document entered into in connection herewith or therewith; (C) any dispute (A) between or among any Landlord Party or any Landlord Indemnified Parties, (B) between or among Landlord Lenders or (C) between or among any one or more Landlord Indemnified Parties, on the one hand, and any Tenant Party on the other hand; (D) the negotiation, preparation or administration of this Lease, any Landlord Loan Document, the SNDA, or any other document entered into in connection herewith or therewith; (E) except to the extent arising by reason of a Tenant Event of Default, a violation of any Applicable Legal Requirement or any other legal, regulatory, judicial or similar requirement by any Landlord Party or Landlord Indemnified Party; (F) a Transfer or other disposition by any Landlord Party or Landlord Indemnified Party of any interest in all or any portion of the Leased Property; (G) to the extent imposed with respect to any period (except during the exercise of remedies pursuant to this Lease) after the expiration of the Term or earlier termination of this Lease, except to the extent such Losses are caused by the negligence, willful misconduct, or other fault of Tenant or are attributable to (A) events or matters occurring prior to the expiration of the Term or earlier termination of the Lease, (B) the exercise of remedies relating to a Tenant Event of Default, or (C) the failure by Tenant to return the Liquids Transportation System to Landlord in accordance with the terms of this Lease; (H) arising as a result of a default or event of default under the Landlord Loan Documents or the SNDA or arising otherwise in connection with or under any Landlord Loan Document, except to the extent caused by a Tenant Event of Default; or (I) a Landlord Event of Default.

Tenant’s Indemnification Obligations. Subject Tenant hereby agrees to the waiver of subrogation provisions in Section 14.3indemnify, the remainder defend and hold harmless Landlord and all Landlord Parties (said persons and entities are, for purposes of this Article XXISection 17, and Section 26.3, and except for Losses for which Landlord is responsible pursuant collectively referred to Section 21.2, Tenant, to as the fullest extent permissible by Applicable Legal Requirements, agrees to release, indemnify, hold harmless and defend Landlord “Indemnified Parties Parties”) from and against any and all Losses liability, loss, cost, damage, claims, loss of rents, liens, judgments, penalties, fines, settlement costs, investigation costs, cost of consultants and experts, attorneys fees, court costs and other legal expenses (hereinafter collectively referred to the extent as “Damages”) arising out of or related to an Indemnified Matter (i) a Lease Assignment or Sublease made by Tenant in violation as defined below). For purposes of this LeaseSection 17, an “Indemnified Matter” shall mean any matter for which one or more of the Indemnified Parties incurs liability or Damages if the liability or Damages arise out of or involve, directly or indirectly: (iia) a Tenant Event of DefaultTenant’s or its employees’, (iii) any negligent acts agents’ or omissions of Tenant contractors’, or any other of Tenant’s Permittees’ (all said persons are sometimes collectively herein called “Tenant Party with respect to this Lease, the Leased Property or the SNDA, (ivParties”) the fraud, negligence or willful misconduct of Tenant or any Tenant Party in connection with the Leased Property or the transactions contemplated by this Lease or in connection with the SNDA, (v) the operation, possessionbusiness, use, non-use, maintenance, modification, alteration, construction, reconstruction, restoration, condition, design maintenance or replacement occupancy of the Leased Property Premises; (b) any wrongful act, omission or any portion thereof) by Tenant or any other neglect of a Tenant Party, (vic) a change that results Tenant’s failure to perform any obligations under the Lease; (d) any breach by Tenant of its environmental representations set forth in a breach Section 4.3(a) above; (e) any accident, injury or death of Section 28.1(a), person or (vi) the business and activities of Tenant loss or of any other Person (other than Landlord, any Landlord Party, any Landlord Indemnified Party or Landlord Lender) permitted damage to property occurring on or about the Leased Property Premises caused by a Tenant Party; or (f) any other matters for which Tenant has agreed to indemnify Landlord pursuant to any other provision of this Lease. Tenant’s obligations hereunder shall include, but shall not be limited to: (x) compensating the Indemnified Parties for Damages arising out of Indemnified Matters within thirty (30) days after written demand from an Indemnified Party; and (y) providing a defense, with counsel reasonably satisfactory to the Indemnified Party, at Tenant’s sole expense, within ten (10) days after written demand from the Indemnified Party, of any claims, action or proceeding arising out of or relating to an Indemnified Matter whether as or not litigated or reduced to judgment and whether or not well founded. If Tenant is obligated to compensate an inviteeIndemnified Party for Damages arising out of an Indemnified Matter, subtenantLandlord shall have the immediate and unconditional right, licensee but not the obligation, without notice or otherwise); Provided, howeverdemand to Tenant, to pay the damages, and Tenant shall, upon thirty (30) days’ advance written notice from Landlord, reimburse Landlord for the reasonable costs incurred by Landlord, The Landlord Indemnified Parties need not first pay any Damages to be indemnified hereunder. The indemnification obligations set forth pursuant to this Section 17 are intended to apply to the fullest extent and permitted by applicable law. Tenant’s obligations under this section shall survive the expiration or termination of this Lease unless specifically waived in writing by Landlord after said expiration or termination. Notwithstanding the proportion such Losses also arise foregoing, Tenant shall not be obligated to indemnify Landlord from Damages arising out of Landlord’s or any of the following (collectively, and together with the matters described in Section 21.1(b), below, the “Exclusions from Tenant’s Indemnification Obligations”), Tenant’s indemnification under this subsection shall, to such extent, not apply: (A) the Landlord Parties’ negligence, willful misconduct or fraud of any Landlord Party or any Landlord Indemnified Party; (B) except to the extent arising by reason of a Tenant Event of Default, a breach of any covenant, representation or warranty by any Landlord Party or Landlord Indemnified Party contained in this Lease, the SNDA, or any other document entered into in connection herewith or therewith; (C) any dispute (A) between or among any Landlord Party or any Landlord Indemnified Parties, (B) between or among Landlord Lenders or (C) between or among any one or more Landlord Indemnified Parties, on the one hand, and any Tenant Party on the other hand; (D) the negotiation, preparation or administration of this Lease, any Landlord Loan Document, the SNDA, or any other document entered into in connection herewith or therewith; (E) except to the extent arising by reason of a Tenant Event of Default, a violation of any Applicable Legal Requirement or any other legal, regulatory, judicial or similar requirement by any Landlord Party or Landlord Indemnified Party; (F) a Transfer or other disposition by any Landlord Party or Landlord Indemnified Party of any interest in all or any portion of the Leased Property; (G) to the extent imposed with respect to any period (except during the exercise of remedies pursuant to this Lease) after the expiration of the Term or earlier termination of this Lease, except to the extent such Losses are caused by the negligence, willful misconduct, or other fault of Tenant or are attributable to (A) events or matters occurring prior to the expiration of the Term or earlier termination of the Lease, (B) the exercise of remedies relating to a Tenant Event of Default, or (C) the failure by Tenant to return the Liquids Transportation System to Landlord in accordance with the terms of this Lease; (H) arising as a result of a default or event of default under the Landlord Loan Documents or the SNDA or arising otherwise in connection with or under any Landlord Loan Document, except to the extent caused by a Tenant Event of Default; or (I) a Landlord Event of Default.