Operator Indemnified Party definition
Examples of Operator Indemnified Party in a sentence
An Operator Indemnified Party shall promptly notify Owner of the assertion of any claim against it for which it is entitled to be indemnified hereunder, shall give Owner the opportunity to defend such claim, and shall not settle the claim without the approval of Owner.
Owner shall be entitled to control the handling of any such claim and to defend or settle any such claim, in its sole discretion, with counsel of its own choosing that is reasonably acceptable to the Operator Indemnified Party; provided, however, that, in the case of any such settlement, Owner shall obtain written release of all liability of the Operator Indemnified Party, in form and substance reasonably acceptable to the Operator Indemnified Party.
The amount of any such indemnity payable by the Owner shall be reduced by the amount of all insurance proceeds received by the Operator Indemnified Party in respect of the occurrence of the event which gave rise to the indemnification obligation hereunder.
Each Issuer and Platform Operator Indemnified Party shall, in its sole discretion, have the right to select and employ separate counsel with respect to any action or claim brought or asserted against it, and the reasonable fees, costs and expenses of such counsel shall be paid, upon demand, by the Issuer.
Subscriber shall not, however, be required to reimburse or indemnify any Operator Indemnified Party for any Loss to the extent such Loss is due to the negligence or willful misconduct of any Operator Indemnified Party.
If a claim for Liabilities is to be made by a Lessee Indemnified Party or Operator Indemnified Party (each of which for purposes of this paragraph is referred to as an “Indemnified Party”), the Indemnified Party shall give written notice to the party providing the indemnity (the “Indemnifying Party”) as soon as practicable after the Indemnified Party obtains knowledge of such claim.
Notwithstanding the foregoing, each Operator Indemnified Party shall have the right to employ its own separate counsel in connection with, and to participate in (but, except as provided below, not control) the defense of, such claim, but the fees and expenses of such counsel incurred after notice to the District of its assumption of the defense thereof shall be at the expense of such Operator.
This indemnity shall survive the Termination Date, and payment of a Liability by an Operator Indemnified Party shall not be a condition precedent to the obligations of the Lessee under this Indemnity.
Any indemnification payable with respect to a claim by an Operator Indemnified Party hereunder shall be net of any insurance proceeds paid to such Person under its or the Owner’s insurance policies with respect to the circumstances giving rise to the Owner’s indemnification of such Person hereunder.
Any Province Indemnified Party or Operator Indemnified Party making a claim for indemnity pursuant to this Section 44 (a “Beneficiary”) who receives a Claim for which it appears that the Beneficiary is, or may become entitled to, indemnification under this Section 44, the Beneficiary will give notice in writing to the Province or the Operator, as applicable (the “Indemnifier”) as soon as reasonably practicable and in any event within 30 Days of receipt of the same.