EXHIBIT 10.15
Except from the Purchase and Sale Agreement dated January 29, 1990
by and between Atlantic Richfield Corporation and Stream Energy, Inc.
10.4 Indemnification
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(a) To the fullest extent permitted by law, but no further, ARCO shall
defend, indemnify and hold harmless Purchaser and its affiliates, as
defined below, and their officers, directors, employees, attorneys and
agents from any and all losses, liabilities, liens, encumbrances,
damages, judgments, demands, suits, claims, assessments, charges, fines,
penalties, or expenses (including but not limited to attorney fees, other
costs of litigation, liability for environmental harm or damages to
natural resources, and costs of complying with orders or directives of
government entities and agencies) of any kind or character (hereinafter
the "Claim") arising out of, in connection with, or resulting from its
ownership of rights, interests and obligations in, under and related to
the Assets and Interests which arise from events which occurred prior to
the Closing Date and regardless of when the Claim is asserted. Such
indemnification shall apply even though the Claim arises from or is
caused by the concurrent and/or contributory negligence (whether active
or passive of any kind or nature) or fault of Purchaser, but shall not
apply if caused by the sole negligence of Purchaser.
(b) To the fullest extend permitted by law, but no further, Purchaser shall
defend, indemnify and hold harmless ARCO and its affiliates, as defined
below, and their officers, directors, employees, attorneys and agents
from any and all losses, liabilities, liens, encumbrances, damages,
judgments, demands, suits, claims, assessments, charges, fines,
penalties, or expenses (including but not limited to attorney fees,
other costs of litigation, liability for environmental harm or damages
to natural resources, and costs of complying with orders or directives
of government entities and agencies) of any kind or character
(hereinafter the "Claim" arising out of, in connection with, or
resulting from its ownership of rights, interests and obligations in,
under and related to the Assets and Interests which arise from events
which occur after the Closing Date and regardless of when the Claim is
asserted. Such indemnification shall apply even though the Claim arises
from or is caused by the concurrent and/or contributory negligence
(whether active or passive or of any kind or nature) or fault of ARCO but
shall not apply if caused by the sole negligence of ARCO.
(c) For the purposes of this Agreement and this Section, "Asserted" means
that the claim is filed as a complaint in a court of competent
jurisdiction.
