CVL IM indemnity Sample Clauses

CVL IM indemnity. The CVL IM shall indemnify the Train Operator against all Relevant Losses resulting from:
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CVL IM indemnity. The CVL IM shall indemnify the Train Operator against all Relevant Losses resulting from: a failure by the CVL IM to comply with its Safety Obligations; any Environmental Damage to the CVL arising directly from the acts or omissions of the CVL IM; and any damage to the Specified Equipment or other vehicles or things brought on to the CVL in accordance with the permission to use granted by this contract arising directly from the CVL IM's negligence. Restrictions on claims Notification and mitigation A party wishing to claim under any indemnity provided for in this contract: shall notify the other party of the relevant circumstances giving rise to that claim as soon as reasonably practicable after first becoming aware of those circumstances (and in any event within 365 days of first becoming so aware); and subject to clause 11.1(c), shall take all reasonable steps to prevent, mitigate and restrict the circumstances giving rise to that claim and any Relevant Losses connected with that claim; but shall not be required to exercise any specific remedy available to it under this contract. Restrictions on claims by the CVL IM Any claim by the CVL IM against the Train Operator for indemnity for Relevant Losses: shall exclude payments to any person under or in accordance with the provisions of any Access Agreement other than any such payments which are for obligations to compensate for damage to property, and so that any claim for indemnity under this contract for such payments for damage to property, in relation to any incident, shall be limited to: the maximum amount for which the Train Operator would be liable for such damage in accordance with the Claims Allocation and Handling Agreement; less any other compensation which the Train Operator has an obligation to pay for such damage; shall exclude loss of revenue in respect of permission to use any part of the CVL under or in accordance with any Access Agreement with any person; and shall: include Relevant Losses only to the extent that these constitute amounts which the CVL IM would not have incurred as network operator but for the relevant breach; and give credit for any savings to the CVL IM which result or are likely to result from the incurring of such amounts.
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Related to CVL IM indemnity

  • Company Indemnity The Company will indemnify and hold harmless each Holder, each of its officers, directors, agents and partners, and each person controlling each of the foregoing, within the meaning of Section 15 of the Securities Act and the rules and regulations thereunder with respect to which registration, qualification or compliance has been effected pursuant to this Agreement, and each underwriter, if any, and each person who controls, within the meaning of Section 15 of the Securities Act and the rules and regulations thereunder, any underwriter, against all claims, losses, damages and liabilities (or actions in respect thereof) arising out of or based on any untrue statement (or alleged untrue statement) of a material fact contained in any prospectus, offering circular or other document (including any related registration statement, notification or the like) incident to any such registration, qualification or compliance, or based on any omission (or alleged omission) to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances under which they were made, or any violation by the Company of the Securities Act or any state securities law or in either case, any rule or regulation thereunder applicable to the Company and relating to action or inaction required of the Company in connection with any such registration, qualification or compliance, and will reimburse each Holder, each of its officers, directors, agents and partners, and each person controlling each of the foregoing, each such underwriter and each person who controls any such underwriter, for any legal and any other expenses reasonably incurred in connection with investigating and defending any such claim, loss, damage, liability or action, provided that the Company will not be liable in any such case to a Holder to the extent that any such claim, loss, damage, liability or expense arises out of or is based (i) on any untrue statement or omission based upon written information furnished to the Company by a Holder or the underwriter (if any) therefore, (ii) the failure of a Holder to deliver at or prior to the written confirmation of sale, the most recent prospectus, as amended or supplemented or (iii) the failure of a Holder otherwise to comply with this Agreement. The indemnity agreement contained in this Section 5.6(a) shall not apply to amounts paid in settlement of any such loss, claim, damage, liability or action if such settlement is effected without the consent of the Company (which consent will not be unreasonably withheld).

  • Seller Indemnity Seller will indemnify, defend and save Buyer harmless from, against, for and in respect of the following:

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