Examples of Indemnified City Parties in a sentence
Licensee specifically acknowledges and agrees that it has an immediate and independent obligation to defend the City and the other Indemnified City Parties from any Claim that actually or potentially falls within this indemnity provision even if the allegations supporting the Claim are or may be groundless, fraudulent or false, and that said obligation arises at the time such Claim is tendered to Licensee by the Indemnified City Party and continues until the Claim is finally resolved.
Nothing in this License shall be construed to limit or preclude any Indemnified City Parties or their respective legal counsel from cooperating with Licensee and/or participating in any judicial, administrative, alternative dispute resolution or other litigation or proceeding.
In addition, Licensee shall indemnify, defend and hold any and all Indemnified City Parties harmless from and against any Claims in connection with such performance by the City except to the extent of the sole active negligence or willful misconduct of the City or any Indemnified City Parties, or any of them.
Licensee, in perpetuity, expressly waives and releases all Claims it may now or in the future have against any Indemnified City Parties, whether known or unknown, whether foreseeable or unforeseeable, that arise in connection with the events described in this Section 17 as may be related to this License or locations on or about the License Area.
In addition, Licensee shall indemnify, defend and hold any and all Indemnified City Parties harmless from and against any Claims in connection with rearranging or relocating the Equipment, or turning on or off any water, oil, gas, electricity or other utility service in connection with the Equipment except to the extent of the sole active negligence or willful misconduct of the City, the Indemnified City Parties, of any of them.
Without limiting Licensee’s obligation to defend, indemnify and hold the City and Indemnified City Parties harmless as provided in this Section 9.4, the City acknowledges that Licensee maintains that services to be provided under this License are not subject to Prevailing Wage Policies, and nothing in this Section 9.4 or elsewhere in this License is intended to waive or release any Claims or rights of Licensee to assert that such services are not subject to Prevailing Wage Policies.
In the event that any Claim is brought against any Indemnified City Parties in connection with any subject matter for which any Indemnified City Parties are indemnified by Licensee under this License, Licensee shall, upon written notice and at Licensee’s sole cost and expense, resist and defend against such Claim with competent and experienced legal counsel reasonably acceptable to the City, the Indemnified City Parties, or any of them.
Licensee expressly acknowledges and agrees that: (a) Licensee has an immediate and independent obligation to defend any Indemnified City Parties from any Claim that actually or potentially falls within this Section 15, even when the allegations in the Claim are or appear to be groundless, fraudulent or false; and (b) Licensee’s obligations arise at the time any Indemnified City Parties tender a Claim to Licensee and continue until such Claim’s final, non-appealable resolution.
Such legal counsel retained by Licensee shall possess not less than ten (10) years’ experience in defending clients in similar actions or proceedings as those brought against the Indemnified City Parties; (b) is duly licensed to practice law in the State of California by the State Bar of California; (c) has no past or pending disciplinary actions by any United States tribunal or state bar association; and (d) has no actual or potential conflicts of interest with any Indemnified City Parties.