Your indemnity to us Sample Clauses

Your indemnity to us. Where we act upon a facsimile, telephone, email or other electronic instruction from you regarding your Credit Card Account, and that instruction appears to our reasonable satisfaction to have been made in accordance with authorities held by us, to the extent permitted at law you indemnify us against all losses, claims and expenses, that we may incur by reason of acting upon the instruction. Without further authority or enquiry we may debit your Credit Card Account with all such claims and expenses, whether or not your Credit Card Account may exceed its credit limit as a result. As a result, interest may be charged as explained in clause 7 of these Terms and Conditions.
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Your indemnity to us. Without limiting clause 11 or other indemnities provided by you in your Market Agreement, you must indemnify us for any Loss suffered or incurred by us which is caused by:
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Your indemnity to us. You are liable and will indemnify us against all loss arising from or in relation to: a claim against us arising out of the death of or personal injury to our personnel or representatives, to the extent that such damage or loss is caused by an act or omission by you or any of your personnel or representatives; any damage to or loss of any equipment, network or other tangible property of ours or any third party to the extent that such loss is caused by an act or omission by you or any of your personnel or representatives; a claim by a third party against us to the extent that the claim relates to any act or omission of you or any of your personnel or representatives in relation to this contract; all loss (including consequential and indirect loss or damage) arising from any breach by you or your personnel or representatives of Clause 12; if we use a Third Party Supplier in providing the Services, you will indemnify us for all loss suffered by us as a result of a claim by you or a third party against the Third Party Supplier (excluding claims for death, personal injury or physical damage to tangible property) arising from or in connection with the supply or cessation of supply of the Services; you will indemnify us for all loss suffered by us as a result of a third party claim against us (excluding claims for death, personal injury or damage to tangible property) arising from or in connection with the supply or cessation of supply of the Services. Without limiting any other term of this contract, you will release us from any and all loss to the extent that such loss or liability is caused by a negligent act or omission of you or any of your personnel or representatives.
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Your indemnity to us. You are liable and will indemnify us against all loss arising from or in relation to:
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Your indemnity to us. You will defend and hold harmless us and our affiliates, employees, owners, shareholders, members, officers, directors, agents, successors and assigns, at your own expense, against any and all third party liability (including damages, recoveries, deficiencies, interest, penalties and reasonable legal fees), directly or indirectly arising from or in connection with: (i) your Content; (ii) your violation of any third party rights (including third party intellectual property rights or privacy rights); and (iii) your use of the TestAssure Solution contrary to the Agreement.
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Your indemnity to us. You will indemnify us on demand and in full for any loss or damage that we suffer (including (i) any charges or assessments imposed by XXXXX as a result of a breach by you of the ACH Rules and (ii) any expenses and costs incurred by us, such as legal fees) as a result of:
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Your indemnity to us. You agree to indemnify us against all loss and expense, including legal fees and management time related in any way to:
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Your indemnity to us. You agree to indemnify Us against all costs and damages relating to any loss, claim or damage which You/We may incur as a result of a breach by You of Your obligations under this Contract; any negligent or fraudulent act or omission by You; the disclosure by You of any confidential information relating to the Client or its business, employees or service users, and any employment-related claim brought by You in connection with the Assignment.
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Your indemnity to us. You agree to indemnify and hold harmless on demand PathaPradipa, its parent company, affiliates, licensors and partners(and keep them indemnified and held harmless) from all damages, liabilities, claims and expenses, including legal fees, in connection with:
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Related to Your indemnity to us

  • Indemnification by Provider If an action is brought against SAP by a third party arising from (a) any taxes and related costs, interest and penalties paid or payable by SAP, (b) Provider’s representations not authorized by SAP, (c) Provider’s breach of this Agreement, including but not limited to: (i) any breach or violation of applicable export laws or regulations; or (ii) action in excess of Provider’s authority hereunder and arising out of any claims by any Customers or End Users; or (d) Provider’s failure to comply with the terms of the Customer Service Agreement, (e) any agreement between Provider and its distributors, resellers or Customers, (f) a claim that any Provider Confidential Information infringes, misappropriates or violates any patent, copyright or trademark of any third party or Provider's combining (or its authorizing others to combine) the Software with any products not provided by SAP, or (g) a third party’s assertion that Provider acted as SAP's agent or otherwise on its behalf, then Provider shall defend SAP, at Provider's expense, and shall pay any settlement amounts Provider authorizes and all damages, costs and attorneys’ fees finally awarded against SAP in the action. Provider shall indemnify and hold harmless SAP from any damages and costs SAP incurs as a consequence of any infringement of intellectual property rights of third parties caused by any of the circumstances set forth in this Section or the use of the Software not in accordance with this Agreement.

  • Indemnification by Xxxxxx In connection with any Registration Statement, Prospectus or form of prospectus, any amendment or supplement thereto, or any preliminary prospectus in which a Holder is participating, such Holder shall furnish to the Company and the Guarantors, if any, in writing such information as the Company and the Guarantors, if any, reasonably request for use in connection with any Registration Statement, Prospectus or form of prospectus, any amendment or supplement thereto, or any preliminary prospectus and shall indemnify and hold harmless the Company, the Guarantors, if any, their respective directors and officers and each Person, if any, who controls the Company and the Guarantors, if any (within the meaning of Section 15 of the Securities Act and Section 20(a) of the Exchange Act), and the directors, officers and partners of such controlling persons, to the fullest extent lawful, from and against all Losses arising out of or based upon any untrue or alleged untrue statement of a material fact contained in any Registration Statement, Prospectus or form of prospectus or in any amendment or supplement thereto or in any preliminary prospectus, or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in conformity with and in reliance upon any information so furnished in writing by such Holder to the Company and the Guarantors, if any, expressly for use therein. Notwithstanding the foregoing, in no event shall the liability of any selling Holder be greater in amount than such Holder’s Maximum Contribution Amount (as defined below).

  • HOLD HARMLESS/INDEMNIFICATION Contractor agrees to protect, defend, and save State, its elected and appointed officials, agents, and employees, while acting within the scope of their duties as such, harmless from and against all claims, demands, causes of action of any kind or character, including the cost of defense thereof, arising in favor of Contractor's employees or third parties on account of bodily or personal injuries, death, or damage to property arising out of services performed or omissions of services or in any way resulting from the acts or omissions of Contractor and/or its agents, employees, representatives, assigns, subcontractors, except the sole negligence of State, under this Contract.

  • Indemnification by Licensee Licensee shall defend, indemnify and hold harmless Licensor and its Affiliates, and their respective officers, directors, employees, agents, shareholders, successors and assigns, (collectively, the “Licensor Parties”) from and against any Action, and any and all direct losses suffered or incurred by Licensor in connection with any third party claims (a) arising out of or resulting from any breach by Licensee of any provision of this Agreement, (b) regarding the Content (other than Licensed Content) of the websites associated with Licensed Domain Names, or (c) regarding any Content that was subject to a request for removal by a Governmental Authority, even if Licensee removes such Content within the time period proscribed by the Governmental Authority, provided that, in all cases, Licensee shall not be liable for any direct losses suffered or incurred by Licensor as a result of Licensor’s failure to provide Licensee with a reasonable period of time to remove Content in cases where (i) the basis or nature of the offense has not previously been identified by any Governmental Authority as offensive or inappropriate and (ii) Licensee has not also received notice from the Governmental Authority. Licensee’s obligation to indemnify Licensor shall be conditioned on (x) Licensor’s provision to Licensee of prompt notice of such an Action (except where any delay does not materially prejudice Licensee); (y) Licensor’s reasonable cooperation with Licensee in the defense and settlement of such an Action at Licensee’s cost; and (z) Licensee having exclusive control of the defense, settlement and/or compromise of such an Action (provided that Licensee may not settle any Action in a manner that adversely affects Licensor without Licensor’s prior written consent, not to be unreasonably withheld or delayed).

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