By C&S Sample Clauses
The "By C&S" clause designates that certain actions, approvals, or decisions within a contract are to be carried out or authorized specifically by the parties identified as C&S. In practice, this means that whenever the contract refers to a requirement or discretion "by C&S," only those parties have the authority to act or make determinations in those instances, such as approving changes or providing consents. This clause ensures clarity regarding which party or parties hold specific rights or responsibilities, thereby preventing confusion or disputes over decision-making authority within the agreement.
By C&S. In the event any claim is brought by any third party against ▇▇▇ ▇▇▇▇▇▇, any of the ▇▇▇▇▇ & STEERS UIT(s), or any of ▇▇▇ ▇▇▇▇▇▇'▇ affiliates that relates to, arises out of or is based upon the performance by C&S of their respective obligations hereunder, or the failure of C&S to comply with any law, rule or regulation, ▇▇▇ ▇▇▇▇▇▇, the ▇▇▇▇▇ & STEERS UIT(s), or ▇▇▇ ▇▇▇▇▇▇'▇ affiliates, as the case may be, shall promptly notify C&S and C&S shall defend such claim at its expense and under its control. C&S shall indemnify and hold harmless ▇▇▇ ▇▇▇▇▇▇, the ▇▇▇▇▇ & STEERS UIT(s), and ▇▇▇ ▇▇▇▇▇▇'▇ affiliates against any judgment, liability, loss, cost or damage (including litigation costs and reasonable attorneys' fees) arising from or related to such claim, whether or not such claim is successful. ▇▇▇ ▇▇▇▇▇▇, the ▇▇▇▇▇ & STEERS UIT(s), or ▇▇▇ ▇▇▇▇▇▇'▇ affiliates, as the case may be, shall have the right, at their expense, to participate in the defense of such claim through counsel of their own choosing; provided, however, C&S shall not be required to pay any settlement amount that it has not approved in advance. Notwithstanding the above, neither ▇▇▇ ▇▇▇▇▇▇, the ▇▇▇▇▇ & STEERS UIT(s), nor any of ▇▇▇ ▇▇▇▇▇▇'▇ affiliates shall be entitled to indemnification hereunder to the extent that the judgment, liability, loss, cost or damage arising from a claim for which indemnification is sought hereunder results directly or indirectly from the negligence or willful misconduct of ▇▇▇ ▇▇▇▇▇▇, the ▇▇▇▇▇ & STEERS UIT(s), or ▇▇▇ ▇▇▇▇▇▇'▇ affiliates.
By C&S. During the Term of this Agreement, C&S shall carry and maintain the following policies of insurance issued by recognized, reputable insurers reasonably acceptable to Tops, in forms satisfactory to Tops acting reasonably, and naming Tops as an additional insured on all policies except the Workers’ Compensation policy of insurance:
(A) Comprehensive General Liability Insurance with limits of liability for each occurrence of no less than $*. Such policy shall include blanket contractual liability coverage and products/completed operations liability coverage. Products /completed operations coverage shall remain in effect for not less than two (2) years after expiration or earlier termination of this Agreement.
(B) Automobile liability insurance in a combined value of $* for bodily injury, personal injury and property damage to any person, or persons.
(C) Workers’ Compensation as required by state statute and Employers’ Liability coverage in a minimum amount of $* per accident/disease. Within * following a request, C&S shall provide to Tops certificates evidencing the insurance coverages required of C&S under this Section 8.1(d)(i), stating that that all policies of insurance evidenced therein may not be terminated, cancelled or modified except upon no less than thirty (30) days prior written notice to Tops, and reflecting Tops Markets LLC, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ as the certificate holder and additional insured. In addition, within * of a request, C&S shall * Confidential treatment has been requested and the redacted material has been filed separately with the Securities and Exchange Commission. deliver renewal certificates to Tops, and C&S will provide evidence that such coverage did not lapse.
By C&S. In the event any claim is brought by any third party against Van Kampen, any of the COHEN & STEERS UIT(s), or any of Van Kampen's a▇▇▇▇▇▇▇▇▇ that relates ▇▇, ▇rises out of or is based upo▇ ▇▇▇ ▇▇▇▇▇▇mance by C&S of their respective obligations hereunder, or the failure of C&S to comply with any law, rule or regulation, Van Kampen, the COHEN & STEERS UIT(s), or Van Kampen's affiliates, as ▇▇▇ ▇▇▇▇ ▇ay be, ▇▇▇▇l promptly notify C&S ▇▇▇ ▇&▇ ▇▇▇ll defend such claim at its expense and under its control. C&S shall indemnify and hold harmless Van Kampen, the COHEN & STEERS UIT(s), and Van Kampen's affiliates aga▇▇▇▇ ▇▇▇ ▇udgmen▇, ▇▇ability, loss, cost or ▇▇▇▇▇▇ (▇▇▇luding litigation costs and reasonable attorneys' fees) arising from or related to such claim, whether or not such claim is successful. Van Kampen, the COHEN & STEERS UIT(s), or Van Kampen's affiliates, as ▇▇▇ ▇▇▇▇ ▇ay be, ▇▇▇▇l have the right, at ▇▇▇▇▇ ▇▇▇▇▇▇e, to participate in the defense of such claim through counsel of their own choosing; provided, however, C&S shall not be required to pay any settlement amount that it has not approved in advance. Notwithstanding the above, neither Van Kampen, the COHEN & STEERS UIT(s), nor any of Van Kampen's affilia▇▇▇ ▇▇▇▇▇ be ent▇▇▇▇▇ to indemnification hereunder ▇▇ ▇▇▇ ▇▇▇▇nt that the judgment, liability, loss, cost or damage arising from a claim for which indemnification is sought hereunder results directly or indirectly from the negligence or willful misconduct of Van Kampen, the COHEN & STEERS UIT(s), or Van Kampen's affiliates.