Common use of WARRANTY & INDEMNITY Clause in Contracts

WARRANTY & INDEMNITY. 7.1 The Company warrants, undertakes and agrees that it has effected (both for itself and on behalf of its Authorised Representative(s)) adequate public liability insurance cover with a reputable insurer to the extent of not less than £5,000,000 per claim or series of claims and shall maintain such cover for the duration of this Agreement. The Company shall produce documentary evidence of such cover upon demand. 7.2 The Company shall indemnify and hold harmless DataCo and each of the Leagues (each a “Beneficiary”) from and against all direct loss, damages, costs and expenses it may suffer arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative(s), provided that if any such loss, damages, costs and expenses arise as a result of any claim by third parties brought against DataCo arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative, such claim must have been finally adjudicated in a court of law or have been settled in accordance with the provisions of clause 7.3. 7.3 Where the Company is liable to indemnify and/or hold harmless a Beneficiary under clause 7.2: (a) the Beneficiary shall give notice of any such claim to the Company within a reasonable time after becoming aware of its existence; (b) the Beneficiary shall provide to the Company such information and assistance in relation to such claims as the Company may reasonable require to evaluate its response; and (c) the Beneficiary shall not make any settlement, compromise or prejudicial admission in relation to such claim without the prior consent of the Company (such consent not to be unreasonably withheld, conditioned or delayed) and it will be deemed to be unreasonable if the Company declines consent after having received an opinion from counsel (of 10 or more years standing with experience of the subject matter in question) who has been jointly instructed by the Company and the Beneficiary or (in the circumstances set out below) by the President of the Bar Council (but in either case the cost of whom is to be met equally by the Beneficiary and the Company) to the effect that any defence that the Beneficiary may have to the claim will not in all the circumstances have a reasonable chance of success. In the absence of agreement between the parties within 14 days of a counsel being suggested in writing by either the Beneficiary or the Company to the other, either the Beneficiary or the Company may apply to the President of the Bar Council to forthwith appoint such counsel to provide advice under this clause 7.3.

WARRANTY & INDEMNITY. 7.1 9.1 The Company warrants, Agency warrants and undertakes and agrees that it has effected (both for itself and on behalf of its Authorised Representative(s)Representatives are (and shall remain throughout the Term) adequate covered by the necessary public liability insurance cover with a reputable insurer to the extent as set out in paragraph 1.25 of not less than £5,000,000 per claim or series of claims Schedule 1 and shall maintain such cover for produce (or procure that the duration of this Agreement. The Company Authorised Representative shall produce produce) documentary evidence of such cover upon demandreasonable notice. 7.2 9.2 The Company Agency shall indemnify and hold harmless keep indemnified each of the Leagues, DataCo and each of Club (“the Leagues (each a “BeneficiaryIndemnified Party”) from and against any and all direct losscosts, damagesexpenses, costs damages and expenses it may suffer loss arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative(s), provided that if any such loss, damages, costs and expenses arise as a result of a breach by the Agency (and/or any claim by third parties brought against DataCo arising out of any breach of the terms Agency’s Authorised Representatives) of clauses 1.5, 2 and/or 3 of this Agreement by the Company and/or any Authorised Representative, such claim must have been finally adjudicated in a court of law or have been settled in accordance with the provisions of clause 7.3Agreement. 7.3 9.3 Where the Company Agency is liable to indemnify and/or hold harmless a Beneficiary an Indemnified Party under clause 7.29.2: (a) the Beneficiary Indemnified Party shall give notice of any such claim to the Company Agency within a reasonable time after becoming aware of its existence; (b) the Beneficiary Indemnified Party shall provide to the Company Agency such information and assistance in relation to such claims as the Company Agency may reasonable require to evaluate its response; and (c) the Beneficiary Indemnified Party shall not make any settlement, compromise or prejudicial admission in relation to such claim without the prior consent of the Company Agency (such consent not to be unreasonably withheld, conditioned or delayed) and it will be deemed to be unreasonable if the Company Agency declines consent after having received an opinion from counsel (of 10 or more years standing with experience of the subject matter in question) who has been jointly instructed by the Company Agency and the Beneficiary Indemnified Party or (in the circumstances set out below) by the President of the Bar Council (but in either case the cost of whom is to be met equally by the Beneficiary and the Company) to the effect that any defence that the Beneficiary Indemnified Party may have to the claim will not in all the circumstances have a reasonable chance of success. In the absence of agreement between the parties within 14 days of a counsel being suggested in writing by either the Beneficiary Indemnified Party or the Company Agency to the other, either the Beneficiary Indemnified Party or the Company Agency may apply to the President of the Bar Council to forthwith appoint such counsel to provide advice under this clause 7.39. 9.4 To the maximum extent permitted by law and save in respect of clause 9.1 the Agency’s liability under this clause 9 shall not exceed £100,000 per claim.

WARRANTY & INDEMNITY. 7.1 10.1 The Company warrants, Agency warrants and undertakes and agrees that it has effected shall effect (both for itself and on behalf of its Authorised Representative(s)Representatives) adequate the necessary public liability insurance cover with a reputable insurer to the extent set out in paragraph 1.32 of not less than £5,000,000 per claim or series of claims Schedule 1 and shall maintain such cover for the duration of this Agreement. The Company Term and shall produce documentary evidence of such cover upon reasonable demand. 7.2 10.2 The Company Agency shall indemnify and hold harmless keep indemnified each of the Leagues, DataCo and each of Club (as relevant and applicable) (“the Leagues (each a “BeneficiaryIndemnified Party”) from and against any and all direct losscosts, damagesexpenses, costs damages and expenses it may suffer loss arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative(s), provided that if any such loss, damages, costs and expenses arise as a result of of: (a) a breach by the Agency (and/or any claim by third parties brought against DataCo arising out of any breach of the terms Agency’s Authorised Representatives) of clauses 1.5, 2 and/or Schedule 2 of this Agreement Agreement; and (b) any damage, death or personal injury caused by the Company and/or any its Authorised Representative, such claim must have been finally adjudicated Representative(s) whilst present in a court of law or have been settled in accordance with the provisions of clause 7.3Stadium. 7.3 10.3 Where the Company Agency is liable to indemnify and/or hold harmless a Beneficiary an Indemnified Party under clause 7.210.2: (a) the Beneficiary Indemnified Party shall give notice of any such claim to the Company Agency and the NMC within a reasonable time after becoming aware of its existence; (b) the Beneficiary Indemnified Party shall provide to the Company Agency and to the NMC such information and assistance in relation to such claims as the Company Agency and the NMC may reasonable require to evaluate its responsetheir responses; and (c) the Beneficiary Indemnified Party shall not make any settlement, compromise or prejudicial admission in relation to such claim without the prior consent of the Company Agency (such consent not to be unreasonably withheld, conditioned or delayed) and it will be deemed to be unreasonable if the Company Agency declines consent after having received an opinion from counsel (of 10 or more years standing with experience of the subject matter in question) who has been jointly instructed by the Company Agency and the Beneficiary Indemnified Party or (in the circumstances set out below) by the President of the Bar Council (but in either case the cost of whom is to be met equally by the Beneficiary and the Company) to the effect that any defence that the Beneficiary Indemnified Party may have to the claim will not in all the circumstances have a reasonable chance of success. In the absence of agreement between the parties within 14 days of a counsel being suggested in writing by either the Beneficiary Indemnified Party or the Company Agency to the other, either the Beneficiary Indemnified Party or the Company Agency may apply to the President of the Bar Council to forthwith appoint such counsel to provide advice under this clause 7.310.

WARRANTY & INDEMNITY. 7.1 10.1 The Company warrants, undertakes Agency hereby: (i) warrants that all information given by it in this Agreement is complete and agrees accurate; (ii) warrants that it has effected (both for itself the right and authority to enter into this Agreement on behalf of itself and the Authorised Representatives; and (iii) agrees that the applicable Home Club retains the sole discretion to decline any application for Accreditation. 10.2 The Agency warrants and undertakes that its Authorised Representative(s)Representatives are (and shall remain throughout the Term) adequate covered by the necessary public liability insurance cover with a reputable insurer to the extent as set out in paragraph 1.28 of not less than £5,000,000 per claim or series of claims Schedule 1 and shall maintain such cover for produce (or procure that the duration of this Agreement. The Company Authorised Representative shall produce produce) documentary evidence of such cover upon demandreasonable notice. 7.2 10.3 The Company Agency shall indemnify and hold harmless keep indemnified each of the Leagues, DataCo and each of Club ("the Leagues (each a “Beneficiary”Indemnified Party") from and against any and all direct losscosts, damagesexpenses, costs damages and expenses it may suffer loss arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative(s), provided that if any such loss, damages, costs and expenses arise as a result of a breach by the Agency (and/or any claim by third parties brought against DataCo arising out of any breach of the terms Agency's Authorised Representatives) of clauses 2.4, 3 and/or 4 of this Agreement by the Company and/or any Authorised Representative, such claim must have been finally adjudicated in a court of law or have been settled in accordance with the provisions of clause 7.3Agreement. 7.3 10.4 Where the Company Agency is liable to indemnify and/or hold harmless a Beneficiary an Indemnified Party under clause 7.210.3: (ai) the Beneficiary Indemnified Party shall give notice of any such claim to the Company Agency within a reasonable time after becoming aware of its existence; (bii) the Beneficiary Indemnified Party shall provide to the Company Agency such information and assistance in relation to such claims as the Company Agency may reasonable require to evaluate its response; , all at the Agency's cost and expense and (ciii) the Beneficiary Indemnified Party shall not make any settlement, compromise or prejudicial admission in relation to such claim without the prior consent of the Company Agency (such consent not to be unreasonably withheld, conditioned or delayed) and it will be deemed to be unreasonable if the Company Agency declines consent after having received an opinion from counsel (of 10 or more years standing with experience of the subject matter in question) who has been jointly instructed by the Company Agency and the Beneficiary Indemnified Party or (in the circumstances set out below) by the President of the Bar Council (but in either case the cost of whom is to be met equally by the Beneficiary and the Company) to the effect that any defence that the Beneficiary Indemnified Party may have to the claim will not in all the circumstances have a reasonable chance of success. In the absence of agreement between the parties within 14 days of a counsel being suggested in writing by either the Beneficiary Indemnified Party or the Company Agency to the other, either the Beneficiary Indemnified Party or the Company Agency may apply to the President of the Bar Council to forthwith appoint such counsel to provide advice under this clause 7.310. 10.5 To the maximum extent permitted by law and save in respect of clause 10.2 the Agency's liability under this clause 10 shall not exceed £100,000 per claim.

WARRANTY & INDEMNITY. 7.1 10.1 The Company warrants, Licensee warrants and undertakes and agrees that it has effected (both for itself and on behalf of its Authorised Representative(s)Representatives are (and shall remain throughout the Term) adequate covered by the necessary public liability insurance cover with a reputable insurer to the extent as set out in paragraph 1.24 of not less than £5,000,000 per claim or series of claims Schedule 1 and shall maintain such cover for produce (or procure that the duration of this Agreement. The Company Authorised Representative shall produce produce) documentary evidence of such cover upon demandreasonable notice. 7.2 The Company 10.2 Each Licensee shall indemnify and hold harmless keep indemnified each of the Leagues, DataCo and each of Club (“the Leagues (each a “BeneficiaryIndemnified Party”) from and against any and all direct losscosts, damagesexpenses, costs damages and expenses it may suffer loss arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative(s), provided that if any such loss, damages, costs and expenses arise as a result of a breach by that Licensee (and/or any claim by third parties brought against DataCo arising out of any breach that Licensee’s Authorised Representatives) of the terms clauses 1.5, 2, 3 and/or 4 of this Agreement by the Company and/or any Authorised Representative, such claim must have been finally adjudicated in a court of law or have been settled in accordance with the provisions of clause 7.3Agreement. 7.3 10.3 Where the Company Licensee is liable to indemnify and/or hold harmless a Beneficiary an Indemnified Party under clause 7.210.2: (a) the Beneficiary Indemnified Party shall give notice of any such claim to the Company Licensee within a reasonable time after becoming aware of its existence; (b) the Beneficiary Indemnified Party shall provide to the Company Licensee such information and assistance in relation to such claims as the Company Licensee may reasonable require to evaluate its response; and (c) the Beneficiary Indemnified Party shall not make any settlement, compromise or prejudicial admission in relation to such claim without the prior consent of the Company Licensee (such consent not to be unreasonably withheld, conditioned or delayed) and it will be deemed to be unreasonable if the Company Licensee declines consent after having received an opinion from counsel (of 10 or more years standing with experience of the subject matter in question) who has been jointly instructed by the Company Licensee and the Beneficiary Indemnified Party or (in the circumstances set out below) by the President of the Bar Council (but in either case the cost of whom is to be met equally by the Beneficiary and the Company) to the effect that any defence that the Beneficiary Indemnified Party may have to the claim will not in all the circumstances have a reasonable chance of success. In the absence of agreement between the parties within 14 days of a counsel being suggested in writing by either the Beneficiary Indemnified Party or the Company Licensee to the other, either the Beneficiary Indemnified Party or the Company Licensee may apply to the President of the Bar Council to forthwith appoint such counsel to provide advice under this clause 7.310. 10.4 To the maximum extent permitted by law and save in respect of clause 10.1 the Licensee’s liability under this clause 10 shall not exceed £100,000 per claim.

WARRANTY & INDEMNITY. 7.1 The Company warrants, undertakes and agrees that it has effected (both for itself and on behalf of its Authorised Representative(s)) are (and shall remain throughout the Term) covered by adequate public liability insurance cover with a reputable insurer to the extent of not less than £5,000,000 per claim or series of claims and shall maintain such cover for the duration of this Agreement. The Company shall produce (or procure that the Authorised Representative shall produce) documentary evidence of such cover upon demand. 7.2 The Company shall indemnify and hold harmless DataCo and each of the Leagues (each a “Beneficiary”) from and against all direct loss, damages, costs and expenses it may suffer arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative(s), provided that if any such loss, damages, costs and expenses arise as a result of any claim by third parties brought against DataCo arising out of any breach of the terms of this Agreement by the Company and/or any Authorised Representative, such claim must have been finally adjudicated in a court of law or have been settled in accordance with the provisions of clause 7.3. 7.3 Where the Company is liable to indemnify and/or hold harmless a Beneficiary under clause 7.2: (a) the Beneficiary shall give notice of any such claim to the Company within a reasonable time after becoming aware of its existence; (b) the Beneficiary shall provide to the Company such information and assistance in relation to such claims as the Company may reasonable require to evaluate its response; and (c) the Beneficiary shall not make any settlement, compromise or prejudicial admission in relation to such claim without the prior consent of the Company (such consent not to be unreasonably withheld, conditioned or delayed) and it will be deemed to be unreasonable if the Company declines consent after having received an opinion from counsel (of 10 or more years standing with experience of the subject matter in question) who has been jointly instructed by the Company and the Beneficiary or (in the circumstances set out below) by the President of the Bar Council (but in either case the cost of whom is to be met equally by the Beneficiary and the Company) to the effect that any defence that the Beneficiary may have to the claim will not in all the circumstances have a reasonable chance of success. In the absence of agreement between the parties within 14 days of a counsel being suggested in writing by either the Beneficiary or the Company to the other, either the Beneficiary or the Company may apply to the President of the Bar Council to forthwith appoint such counsel to provide advice under this clause 7.3.