EXCLUSIONS FROM GENERAL INDEMNITY Sample Clauses

EXCLUSIONS FROM GENERAL INDEMNITY. The indemnities contained in clause 25.1.1 and 25.1.2 shall not extend to any Liability:
Sample 1Sample 2See All (4)
AutoNDA by SimpleDocs
EXCLUSIONS FROM GENERAL INDEMNITY. The indemnity in Clause 2 of this Deed shall be deemed not to provide for, or entitle the Director to, any indemnification that would cause this Deed, or any part of it, to be treated as void under the Act and, in particular, to the extent the liability attaches to the Director in connection with any negligence, default, breach of duty or breach of trust in relation to a Group Company of which he is a director, shall not provide directly or indirectly (to any extent) any indemnity against:
Sample 1Sample 2See All (4)
EXCLUSIONS FROM GENERAL INDEMNITY. Notwithstanding the provisions of clauses (a) and (b) of this Section 13.1, the Lessee shall not be required to indemnify any Indemnitee under this Section 13.1 for any of the following: (i) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim), (ii) any Claim resulting from Lessor Liens that the applicable Indemnitee is responsible for discharging under the Operative Documents, (iii) any Claim to the extent attributable to such Indemnitee's breach of any of its covenants under the Operative Documents, (iv) any Claim to the extent attributable to acts, circumstances or events occurring or existing solely after (1) the Expiration Date and (2) the return or remarketing of the Property in full compliance with all of the requirements of the Operative Documents, so long as no CAA Default, CAA Event of Default, Acceleration Event, Unwind Event or Lease Event of Default has occurred and is continuing, and (v) any Claim arising from a breach by such Indemnitee of any agreement entered into in connection with the assignment or participation of any Loan or Lessor Amount. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under the Lease or any other Operative Document.
Sample 1
EXCLUSIONS FROM GENERAL INDEMNITY. The indemnities contained in Clause 14.1 (General Indemnity) shall not extend to any Liability:
Sample 1
EXCLUSIONS FROM GENERAL INDEMNITY. The indemnities contained in Clause 19.1 (General indemnity) will not extend to any Indemnifiable Person to the extent that the Liability incurred by such Indemnifiable Person:
Sample 1
EXCLUSIONS FROM GENERAL INDEMNITY. The provisions of
Sample 1
EXCLUSIONS FROM GENERAL INDEMNITY. The provisions of Section 10.1(a) and the indemnities contained therein shall not extend to any Claim with respect to any particular Indemnitee: (i) to the extent that such Claim arises from acts, omissions or events which occur after the date on which all obligations of Lessee (including those under Section 8.01 of the Amended and Restated Lease) shall have terminated; or (ii) to the extent that such Claim arises from the willful misconduct or gross negligence of such Indemnitee, other than the gross negligence or willful misconduct imputed to such Indemnitee (A) as a result of its ownership of or other interest in the Project and any other property relating to the transactions contemplated by the Transaction Documents or any portion thereof or interest therein or (B) as a result of Xxxxxx's acting on behalf of such Indemnitee; or (iii) which is a Tax, it being understood that Section 10.2 and the Tax Indemnity Agreement exclusively provide for the Lessee's liability with respect to Taxes; or (iv) with respect to Lessor or any Partner, as the case may be, to the extent that such Claim arises out of a Lessor QF Casualty or a voluntary offer or sale of its interest in the Project by Lessor or such Partner to any Person other than Lessee; or (v) with respect to Lessor or any Partner or affiliate of either thereof to the extent that such Claim arises from the incorrectness of any representation or warranty of such Person contained in or made pursuant to this Agreement or any of the other Transaction Documents; or (vi) with respect to Lessor or any Partner or affiliate of either thereof to the extent that such Claim arises from the failure of such Person to perform or observe any covenant, agreement or condition on its part required to be performed or observed in this Agreement or any other Transaction Document (except to the extent such failure was caused by a failure by Lessee or any affiliate thereof to perform its obligations under any Transaction Documents, but excluding from this exception any nonwillful failure by Lessee to cause compliance by another Person with any terms of any.Transaction Document where such compliance has been delegated or assigned to such other Person); or (vii) notwithstanding the terms of the last sentence of Section 8.01(c) of the Amended and Restated Lease, and only in the event that EPC owns all of the voting common stock of Lessee, with respect to Lessor, any Partner or any affiliate thereof to the extent that such Claim resu...
Sample 1
AutoNDA by SimpleDocs

Related to EXCLUSIONS FROM GENERAL INDEMNITY

  • Exclusions from Indemnification Notwithstanding anything in this Agreement to the contrary, the Company shall not be obligated to:

  • General Indemnity In addition to any other indemnification obligation set forth elsewhere in the Loan Documents, Trustor shall, at its sole cost and expense, protect, defend, indemnify, release and hold harmless Beneficiary and its members or shareholders, directors, officers, agents, employees, contractors, attorneys, servicers, and successors and assigns (the “Indemnified Parties”) from and against any and all claims, suits, liabilities (including, without limitation, strict liabilities), actions, proceedings, obligations, debts, damages, losses, costs, expenses, diminutions in value, fines, penalties, charges, fees, expenses, judgments, awards, amounts paid in settlement, or punitive damages, of whatever kind or nature (including, but not limited to reasonable attorneys’ fees and other costs of defense) (the “Losses”) imposed upon or incurred by or asserted against any Indemnified Parties and directly or indirectly arising out of or in any way relating to any one or more of the following (but excluding: (i) Losses arising out of Beneficiary’s gross negligence or willful misconduct; or (ii) Losses arising under CERCLA, the Model Toxic Control Act of the State of Washington (“MTCA”) or any other environmental law), (a) ownership of this Deed of Trust or any of the Loan Documents, or ownership of the Property or any interest therein, or demand for or receipt of any rent or any other amount to be paid by Trustor as “Tenant” under the Casino Lease; (b) any amendment to, or restructuring of, any of the Loan Documents or the obligations evidenced or secured thereby (except any of the same required for a Secondary Market Transaction); (c) any and all lawful action that may be taken by Beneficiary in connection with the enforcement of the provisions of any of the Loan Documents, whether or not suit is filed in connection with same, or in connection with Trustor, any guarantor or indemnitor and/or any member, partner, joint venturer or shareholder thereof becoming a party to a voluntary or involuntary federal or state bankruptcy, insolvency or similar proceeding; (d) any accident, injury to or death of persons or loss of or damage to property occurring in, on or about the Property or any part thereof or on the adjoining sidewalks, curbs, adjacent property or adjacent parking areas, streets or ways; (e) any use, nonuse or condition in, on or about the Property or any part thereof or on the adjoining sidewalks, curbs, adjacent property or adjacent parking areas, streets or ways; (f) any failure on the part of Trustor to perform or be in compliance with any of the terms of any of the Loan Documents; (g) performance of any labor or services or the furnishing of any materials or other property in respect of the Property or any part thereof; (h) the failure of any person to file timely with the Internal Revenue Service an accurate Form 0000-X, Xxxxxxxxx for Recipients of Proceeds from Real Estate, Broker and Barter Exchange Transactions, which may be required in connection with this Deed of Trust, or to supply a copy thereof in a timely fashion to the recipient of the proceeds of the transaction in connection with which this Deed of Trust is made; (i) any failure of the Property to be in compliance with any applicable laws; (j) the enforcement by any Indemnified Party of the provisions of this Section; (k) any and all claims and demands whatsoever which may be asserted against Beneficiary by reason of any alleged obligations or undertakings on its part to perform or discharge any of the terms, covenants, or agreements contained in any Lease (except to the extent that the same arises by reason of events occurring after Beneficiary shall have succeeded to the interests of Trustor); (l) the payment of any commission, charge or brokerage fee to anyone which may be payable in connection with the Loans evidenced by the Notes; or (m) any misrepresentation made by Trustor in any of the Loan Documents. Any amounts payable to Beneficiary by reason of the application of this Section shall become immediately due and payable upon demand and shall bear interest at the rate then applicable to principal outstanding under the Notes. The foregoing indemnitees shall survive payment of the indebtedness secured hereby and reconveyance of this Deed of Trust. Leasehold Deed of Trust – Hollywood Shoreline (Parking)

  • General Indemnity Provisions No indemnifying party shall be liable under its indemnity agreement contained in Section 4.3 or 4.4 hereof with respect to any claim made against such indemnifying party unless the indemnified party shall have notified the indemnifying party in writing within a reasonable time after the summons or other first legal process giving information of the nature of the claim shall have been served upon the indemnified party (or after the indemnified party shall have received notice of such service on any designated agent), but failure to notify the indemnifying party of any such claim shall not relieve it from any liability which it may otherwise have to the indemnified party. The indemnifying party will be entitled to participate at its own expense in the defense or, if it so elects, to assume the defense of any suit brought to enforce any such liability, and if the indemnifying party elects to assume the defense, such defense shall be conducted by counsel chosen by it and reasonably satisfactory to the indemnified party. In the event the indemnifying party elects to assume the defense of any such suit and retain such counsel, the indemnified party shall bear the fees and expenses of any additional counsel retained by the indemnified party.

  • General Indemnification Supplier agrees to protect, defend, indemnify and save DXC harmless from all sums, costs and expenses as a result of any and all loss, expense, damage, liability, claims, demands, either at law or in equity, resulting from any personal injury or death, or damages to property resulting directly or indirectly from the performance of Supplier hereunder.

  • General Indemnification Provisions (a) For the purposes of this Section 9.4 and Section 9.5: the term "Indemnitee" shall refer to the Person or Persons indemnified, or entitled, or claiming to be entitled, to be indemnified, pursuant to the provisions of Section 9.2 or 9.3, as the case may be; the term "

  • EXCLUSIONS FROM WARRANTY This warranty does not cover problems caused by your acts (or failures to act), the acts of others, or events beyond Microsoft’s reasonable control.

  • Exclusions from General Release Excluded from the Release and Waiver are any claims or rights arising pursuant to this Agreement and any claims or rights that cannot be waived by law, as well as Executive’s right to file a charge with an administrative agency or participate in any agency investigation, including with the Equal Employment Opportunity Commission. Executive is, however, waiving the right to recover any money in connection with a charge or investigation and the right to recover any money in connection with a charge filed by any other individual or by the Equal Employment Opportunity Commission or any other federal or state agency, except where such waivers are prohibited by law.

  • Exclusions from Coverage The Long-Term Disability Plan does not cover total disabilities resulting from:

  • Additional Indemnification; Limitation of Liability A. Subject to Section 2(A), USBFS CANNOT AND DOES NOT GUARANTEE AVAILABILITY OF THE ELECTRONIC SERVICES. Accordingly, USBFS’s sole liability to the Trust or any third party (including End Users) for any claims, notwithstanding the form of such claims (e.g., contract, negligence, or otherwise), arising out of the delay of or interruption in the Electronic Services to be provided by USBFS hereunder shall be to use its best reasonable efforts to commence or resume the Electronic Services as promptly as is reasonably possible.

  • General Indemnities 17.1 Currency In the event of any Finance Party receiving or recovering any amount payable under any of the Security Documents in a currency other than the Currency of Account, and if the amount received or recovered is insufficient when converted into the Currency of Account at the date of receipt to satisfy in full the amount due, the Borrower shall, on the Agent's written demand, pay to the Agent such further amount in the Currency of Account as is sufficient to satisfy in full the amount due and that further amount shall be due to the Agent on behalf of the Finance Parties as a separate debt under this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.