Duty to Defend definition

Duty to Defend. Permittee, at its sole expense, agrees to defend any and all actions, suits, and proceedings (with counsel acceptable to City) relating to matters covered by the indemnity set forth above which may be brought against the City or in which the City may be impleaded, and shall satisfy, pay, and discharge any and all judgments, orders, and decrees that may be entered against the City in any such action or proceeding.
Sample 1

Examples of Duty to Defend in a sentence

  • This charge is not and should not be construed as a limitation on Seller's Duty to Defend.

  • If Seller fails, for any reason, to fulfill its Duty to Defend, Broker may seek indemnity, contribution, and/or reimbursement from Seller for all costs incurred as a result of the claim or lawsuit, including attorney's fees as well as recovery of all costs of collection thereof, including but not limited to attorney's fees, collection agency fees, court costs, and expenses, less the $700 previously paid by Seller pursuant to this paragraph.

  • Neal Devins & Saikrishna Prakash, The Indefensible Duty to Defend, 112 COLUM.

  • Your obligations in this Section 6 are subject to the conditions outlined in Section 10.c (Duty to Defend) of the App Developer Agreement.

  • The Foregoing Indemnity, Hold Harmless and Duty to Defend shall include the Bidder and/or its employees, agents, servants, partners, principals or subcontractors, jointly and severally.

  • Duty to Defend Duty to defend case law in construction litigation, particularly with water intrusion cases, places the burden on the insurer to prove damage did not occur during the applicable policy period(s).

  • To the extent not otherwise set forth in this Note, the provisions of the Articles of the Deed of Trust entitled "Expenses and Duty to Defend," "Waivers," "Notices," and "Miscellaneous" are applicable to this Note and deemed incorporated by reference as if set forth at length in this Note.

  • Duty to Defend and Indemnify: For each individual or entity with a claim that is not bound by this agreement (“non-party”), it is the parties’ intent that they shall adopt and comply with this agreement 100% so that the parties can avoid piecemeal litiga- tion and ensure consistency, closure, and finality in one forum.

  • Duty to Defend Duty to defend case law in this area, particularly with water intrusion cases, places the burden on the insurer to prove damage did not occur during the applicable policy period(s).

  • Duty to Defend Indemnity agreements occasionally included a provision in which the indemnitor agrees to “defend, indemnify, and hold harmless” the indemnitee.146 An agreement to defend is separate and apart from an agreement to provide insurance.147 This language imposes on the indemnitor the duty to defend the indemnitee against lawsuits.

Related to Duty to Defend

  • Ability to Organize Full Abilities Limited Abilities Comments: Memory: Full Abilities Limited Abilities Comments: Social Interaction: Full Abilities Limited Abilities Comments: Communication: Full Abilities Limited Abilities Comments: Please identify the assessment tool(s) used to determine the above abilities (Examples: Lifting tests, grip strength tests, Anxiety Inventories, Self-Reporting, etc. Additional comments on Limitations (not able to do) and/or Restrictions (should/must not do) for all medical conditions:

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, members, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors.

  • right to information means the right to information accessible under this Act which is held by or under the control of any public authority and includes the right to—

  • Punitive Damages are those damages awarded as a penalty, the amount of which is neither governed nor fixed by statute.

  • Third Party Claims has the meaning set forth in Section 11.1.

  • The Service means any object of procurement other than works and goods.

  • Limitation of Liability PrimePay has negotiated preferred terms and conditions with FD as a service to PrimePay Clients. Client understands that FD, and not PrimePay, will be performing those services and that Client will enter its own service agreement(s) with FD for such services under terms and conditions specified by FD and agreed to by Client. Accordingly, Client acknowledges that FD shall be the provider of Payment Processing Services hereunder and that PrimePay shall have no liability whatsoever for or related to the performance of those services, including any and all damages, costs and related expenses (including attorney fees).

  • Indemnified Matters has the meaning specified therefor in Section 12.15.

  • Consequential Damages means Losses claimed to have resulted from any indirect, incidental, reliance, special, consequential, punitive, exemplary, multiple or any other Loss, including damages claimed to have resulted from harm to business, loss of anticipated revenues, savings, or profits, or other economic Loss claimed to have been suffered not measured by the prevailing Party’s actual damages, and any other damages typically considered consequential damages under Applicable Law, regardless of whether the Parties knew or had been advised of the possibility that such damages could result in connection with or arising from anything said, omitted, or done hereunder or related hereto, including willful acts or omissions.

  • Duty of support means an obligation imposed or imposable by law to provide support for a child, spouse, or former spouse, including an unsatisfied obligation to provide support.

  • Validated by Grants.gov means the application has been accepted and was not rejected with errors. You can track the status of your application by logging into Grants.gov, selecting "Applicants" from the top navigation, and selecting “Track my application” from the dropdown list. If the application status is "rejected with errors,” you must correct the error(s) and resubmit the application before the 24-hour grace period ends. Applications in “rejected with errors” status after the 24-hour grace period expires will not be received by HUD. Visit Grants.gov for a complete description of processing steps after applying.

  • Released Defendants’ Claims means all claims and causes of action of every nature and description, whether known claims or Unknown Claims, whether arising under federal, state, common or foreign law, that arise out of or relate in any way to the institution, prosecution, or settlement of the claims asserted in the Action against Defendants. Released Defendants’ Claims do not include: (i) any claims relating to the enforcement of the Settlement;

  • Indemnification Obligation means any existing or future obligation of any Debtor to indemnify current and former directors, officers, members, managers, sponsors, agents or employees of any of the Debtors who served in such capacity, with respect to or based upon such service or any act or omission taken or not taken in any of such capacities, or for or on behalf of any Debtor, whether pursuant to agreement, letters, the Debtors’ respective memoranda, articles or certificates of incorporation, corporate charters, bylaws, operating agreements, limited liability company agreements, or similar corporate or organizational documents or other applicable contract or law in effect as of the Effective Date.

  • Attorneys’ Fees and Expenses means such funds as may be awarded to Class Counsel by the Court to compensate them (and all other attorneys for Plaintiff or the Settlement Class) for their fees and all expenses incurred by Plaintiff or Class Counsel in connection with the Litigation.

  • Influencing or attempting to influ- ence means making, with the intent to influence, any communication to or ap- pearance before an officer or employee or any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any covered Federal action.

  • Released Defendant Claims means any and all manner of claims, demands, rights, liabilities, losses, obligations, duties, damages, costs, debts, expenses, interest, penalties, sanctions, fees, attorneys’ fees, actions, potential actions, causes of action, suits, agreements, judgments, decrees, matters, counterclaims, offsets, issues, and controversies of any kind, nature, or description whatsoever, whether accrued or unaccrued, disclosed or undisclosed, apparent or not apparent, foreseen or unforeseen, matured or not matured, suspected or unsuspected, liquidated or not liquidated, fixed or contingent, whether based on state, local, federal, statutory, regulatory, common, or other law or rule, including known claims and Unknown Claims, which any Defendant ever had, now has, or may have against any of the Plaintiff Released Persons and/or the Released SLC Persons that arise out of, are based upon, or relate to the institution, prosecution, or settlement of the claims asserted in the Action. For the avoidance of doubt, the Released Defendant Claims shall not include any claims to enforce this Stipulation or the Settlement.

  • Disclosures means the disclosures set out in ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .

  • Special Damages has the meaning specified in Section 11.21.

  • Attorneys’ Fees means the full and actual cost of any legal services actually performed in connection with the matter involved calculated on the basis of the usual fee charged by the attorney performing such services and shall not be limited to "reasonable attorneys' fees" as defined in any statute or rule of court.

  • Disclaimer means the refusal to accept an interest in or power over property.

  • Complications of Pregnancy means conditions whose diagnoses are distinct from pregnancy but are adversely affected by pregnancy or are caused by pregnancy. These conditions include acute nephritis, nephrosis, cardiac decompensation, missed abortion and similar medical and surgical conditions of comparable severity. Complications of pregnancy also include nonelective cesarean section, ectopic pregnancy which is terminated and spontaneous termination of pregnancy, which occurs during a period of gestation in which a viable birth is not possible.

  • Economic damages means objectively verifiable monetary losses, including medical expenses, loss of earnings, burial costs, loss of use of property, cost of replacement or repair, cost of obtaining substitute domestic services, loss of employment, and loss of business or employment opportunities.

  • Infringement has the meaning set forth in Section 6.3(a).

  • Breach of Agreement provisions of Section 5(a)(ii) will apply to Party A and will not apply to Party B.

  • Third Party Infringement has the meaning set forth in Section 5.1.

  • Attorneys’ Fees and Costs means: (i) fees and out of pocket costs of Lender’s and Loan Servicer’s attorneys, as applicable, including costs of Lender’s and Loan Servicer’s in-house counsel, support staff costs, costs of preparing for litigation, computerized research, telephone and facsimile transmission expenses, mileage, deposition costs, postage, duplicating, process service, videotaping and similar costs and expenses; (ii) costs and fees of expert witnesses, including appraisers; (iii) investigatory fees; and (iv) costs for any opinion required by Lender pursuant to the terms of the Loan Documents.