Damages; Indemnification Sample Clauses

Damages; Indemnification. (a) The CDD shall be liable for all damages or injury to persons or property caused solely by its actions, errors, omissions, neglect or mismanagement, or by the actions of any of its officers, agents and employees while engaged in the operations herein authorized, and for any actions or proceedings brought as a result of this Agreement, to specifically include, but not be limited to, anti-trust actions or proceedings. Should the CITY be sued therefore, the CDD shall be notified of such suit and, thereupon, the CDD shall have the duty to defend the suit. Should judgment be awarded against the CITY in any such case, the CDD shall forthwith pay the same and relieve the CITY of any obligations relating thereto. The CDD shall indemnify and save harmless the CITY, its agents, officers and employees from any and all judgments recovered by anyone for personal injury, death or property damage, or any other theory of liability sustained by reason of any of the CDD’s activities or for any actions of proceedings brought as a result of this Agreement. The CDD shall pay all expenses including, but not limited to, defense and legal costs and attorney’s fees, in defending against any such claim made against the CITY or any of the CITY’S agents, officers or employees. Nothing set forth in this Agreement shall be deemed or construed as a waiver of sovereign immunity by the CITY or the CDD and the CITY and the CDD shall have and maintain at all times and for all purposes any and all rights, immunities and protections available under controlling legal precedent and as provided under Section 768.28, Florida Statues, and other applicable law. (b) The CITY shall be liable for all damages or injury to persons or property caused solely by its actions, errors, omissions, neglect or mismanagement, or by the actions of any of its officers, agents and employees while engaged in the operations herein authorized, and for any actions or proceedings brought as a result of this Agreement, to specifically include, but not be limited to, anti-trust actions or proceedings. Should the CDD be sued therefore, the CITY shall be notified of such suit and, thereupon, the CITY shall have the duty to defend the suit. Should judgment be awarded against the CDD in any such case, the CITY shall forthwith pay the same and relieve the CDD of any obligations relating thereto. The CITY shall indemnify and save harmless the CDD, its agents, officers and employees from any and all judgments recovered by anyo...

Damages; Indemnification. 11.1. Subject to the conditions and limitations set out herein the Existing Partners (the "Indemnifying Party") shall indemnify each Investor (the"Affected Party") for all damages and liabilities ("Damages") which the Company or its Subsidiaries suffer (including a diminution in the value of the Company and its Subsidiaries on a going concern basis as of June 30, 1999 excluding any loss of opportunities) as a result of a breach or inaccuracy of any of the Representations and Warranties. In addition to the foregoing, and subject to the conditions and limitations set out herein, the Indemnifying Party shall also indemnify the Affected Party for any reasonable legal costs incurred by the Affected Party to exercise its rights under Article 11, but only to the extent the claims filed by the Affected Party are upheld by the arbitrators referred to in Article 14.8. In order to compute the Damages, only the net cost for the Company and its Subsidiaries (after tax basis) shall be taken into account. The Affected Party may opt to have the Indemnifying Party indemnify either the Affected Party or the Company in lieu of the Affected Party, provided that if the Damages have to be paid to the Affected Party, they shall be in proportion to the percentage of the Affected Party's direct or indirect shareholding in the Company at the time the breach occurred; in order to compute this shareholding the Partner Interests owned by such Affected Party shall be taken into account as well as the effect of the Warrants if they are exercised already, or if this is not the case, the effect of the Warrants as if they would have been exercised at that time.

Damages; Indemnification. (a) Each party shall be liable for all damages or injury to persons or property caused solely by its actions, errors, omissions, neglect or mismanagement, or by the actions of any of its officers, agents and employees while engaged in the operations herein authorized, and for any actions or proceedings brought as a result of the this Interlocal Agreement, to specifically include, but not be limited to, anti-trust actions or proceedings. Should any party be sued therefore, the other parties shall be notified of such suit and, thereupon, the party taking the action giving rise to the litigation shall have the duty to defend the suit. (b) Should judgment be awarded against a party or parties in any such case, the party causing the damages which were asserted in the litigation shall forthwith pay the same and relieve the other parties of any obligations relating thereto. Each party hereby indemnifies and saves harmless the other parties, their agents, officers and employees from any and all judgments recovered by anyone for personal injury, death or property damage, or any other theory of liability sustained by reason of any of the indemnifying party’s activities or for any actions of proceedings brought as a result of this Interlocal Agreement. (c) Nothing set forth in this Interlocal Agreement shall be deemed or construed as a waiver of sovereign immunity by any of the parties and the parties shall have and maintain at all times and for all purposes any and all rights, immunities and protections available under controlling legal precedent and as provided under Section 768.28, Florida Statutes, and other applicable law.

Damages; Indemnification. In case of violation/infringement of this agreement, Client commits themselves To pay an indemnification to ACA IT-Solutions, not limited to the directly incurred damage, but to be determined depending on the nature of the infringement and the direct and indirect consequential damages arising from the infringement. The determination of the size of the damage will be done by independent legal experts.

Damages; Indemnification. (a) Subject always to Clause 19.1 and (save in respect of the events and circumstances set out in Clause 19.2(b)) the Owner Maximum Liability Cap, in case of this Charter being terminated by Charterer for an Event of Owner’s Default pursuant to Clause 23.1, Owner shall compensate Charterer in respect of its costs of obtaining a replacement vessel, such amount to be the difference between the Daily Hire for each day remaining in the Charter Period as of the date of termination, and the prevailing market rate payable by Charterer to such third party providing the replacement vessel. (b) Subject always to Clause 19.1 and (save in respect of the events and circumstances set out in Clause 19.2(b)) the Charterer Maximum Liability Cap, in case of this Charter being terminated by Owner for an Event of Charterer’s Default pursuant to Clause 23.2: (i) Charterer shall pay Owner an amount equal to the sum of items (A), (B) and (C) below: (A) a base relocation fee of ***** US Dollars (US$*****); (B) an amount equal to the difference, if a positive number, between: (X) ***** US Dollars (US$*****); and (Y) the daily time charter hire rate applicable to LNG carriers as published in Platts LNG Daily on the date of termination multiplied by ***** (if the difference is not a positive number this item (B) will be zero); with the sum of, and maximum aggregate liability of Charterer for, items (A) and (B) being capped to never exceed ***** US Dollars (US$*****); and (C) in respect of the period on and from the ***** day following the date of termination until the expiry of the Charter Period, an amount equal to the difference between (X) the Daily Hire and (Y) the prevailing market rate for daily hire of the Vessel. Such prevailing market rate shall be determined in accordance with the procedure set out in Clause 23.5(b)(ii) to (v) and Clause 23.5(c) (“FSRU Market Rate”). If the difference is negative then only the sum of Items A and B shall be paid as a Supplemental Invoice ​ ​ ​ ​ ​ SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE THEY ARE BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH FIVE ASTERISKS (*****). ​ pursuant to Clause 11.2 and neither Party shall make any other payments pursuant to this Clause 23.5(b). (ii) The Parties shall obtain quotes from three Approved Brokers to determine the FSRU Market Rate. An “Approved Broker” shall be any of: (A) Poten & Partners...