UBC Indemnity Sample Clauses

UBC Indemnity. Without limiting any other obligation of UBC provided herein, UBC will indemnify, defend, and save harmless the Corix Group from any and all liabilities, actions, damages, claims, losses, costs, orders, fines, penalties, and expenses (including the full amount of all legal fees and expenses on a solicitor and own-client basis) which may be paid or incurred by, or asserted against the Corix Group or any one or more of them, arising from or in connection with any negligence or wilful misconduct perpetrated by UBC or any Person for whom it is in law responsible.

UBC Indemnity. Capitalized terms used in this Section 2 but not specifically defined herein shall have the meanings given to them in the Costs-Limited Agreements (as herein defined). UBC and Corix acknowledge that each of the Assigned Agreements listed in Part 2 of Schedule A hereto (the “Costs-Limited Agreements”) contains a provision (the “Costs Provision”) that obliges Corix (as assignee pursuant to an Assignment Agreement of UBC’s interest in each such Costs-Limited Agreement) and the Owner to use reasonable commercial efforts to ensure that during each of the first three (3) years of being connected to the Community Energy System, the amounts coming due under the Service Agreement will not exceed 105% (the “Costs Limit”) of the amounts paid by the Owner with respect to operating the Building Boilers replaced by the Community Energy System, during the twelve (12)- month period immediately preceding such connection to the Community Energy System, all subject to the exceptions, qualifications and adjustments expressly set out in such Costs Provision. UBC agrees that if, in relation to any of the Costs-Limited Agreements, a court, arbitrator or governmental authority having jurisdiction makes a finding (a “Finding”), or UBC otherwise agrees, that the relevant Owner is entitled, by virtue of the operation of the Costs Provision in such Costs-Limited Agreement: