General Indemnities Sample Clauses

General Indemnities. (a) Lessee hereby agrees at all times to indemnify, protect, defend and hold harmless each Indemnitee from and against all and any liabilities, losses, claims, proceedings, damages, penalties, fines, fees, costs and expenses whatsoever (any of the foregoing being referred to as a “Claim”) that any of them at any time suffers or incurs: (i) arising directly or indirectly out of, or in any way connected with, the manufacture, ownership, possession, registration, performance, transportation, management, control, use or operation, design, condition, testing, delivery, leasing, maintenance, repair, service, modification, overhaul, replacement, removal or redelivery of the Aircraft (either in the air or on the ground) or any part of the Aircraft, whether or not such Claims may be attributable to any defect in the Aircraft or any part thereof or to the design, testing or use thereof or to any maintenance, service, repair, overhaul, or to any other reason whatsoever (whether similar to any of the foregoing or not), and regardless of when the same shall arise (whether during, or after termination of, the leasing of the Aircraft under this Agreement); (ii) arising as a result of any design, article or material in the Aircraft or any part thereof or the operation or use thereof constituting or being alleged to constitute an infringement of any patent, copyright, design or other proprietary right; or (iii) in relation to preventing or attempting to prevent the arrest, confiscation, seizure, taking in execution, impounding, forfeiture or detention of the Aircraft, or in securing the release of the Aircraft other than from any Lessor’s Lien. (b) The following are excluded from Lessee’s agreement to indemnify any particular Indemnitee under Clause 18.1(a): (i) any Claim judicially determined to be attributable to an act, matter, circumstance or thing done, arising or occurring after the date on which Lessee shall have redelivered the Aircraft and the Aircraft Documents to Lessor in accordance with this Agreement and shall have complied with all of its obligations under this Agreement and Lessee’s Documents (such date, the “Compliance Date”), but only to the extent not attributable or related, in whole or in part, to acts or omissions of Lessee or to circumstances, acts, omissions, incidents or events occurring on or before the Compliance Date; (ii) any Claim judicially determined to have been caused by the willful misconduct, gross negligence or recklessness of such Inde...

General Indemnities. Flexera will defend and indemnify Customer and its employees, officers, board members, agents, representatives, and officials from and against any and all claims, demands, actions, losses, liabilities, injury, damages, which are brought by a third party and caused by, arise from or relate to (i) the willful or reckless acts or omissions of Flexera, its employees, agents, subcontractors or consultants; (ii) wrongful death, bodily injury, or damage to real and tangible property caused by Flexera; (iii) any material breach by Flexera of the confidentiality obligations set forth in the section of this Agreement titled “Confidential Information”; and (iv) any material breach by Flexera of the data privacy obligations set forth in the section of this Agreement titled “Data Privacy”.

General Indemnities. With effect from the Merger Closing Date, each of the Borrowers undertake, on a joint and several basis, to indemnify: (a) each of the Finance Parties against any out-of-pocket cost, claim, loss, expense (including legal fees) or liability, which any of them may sustain or incur as a consequence of the occurrence of any Default; and (b) each Lender against any out-of-pocket loss it may suffer or incur as a result of (i) its funding or making arrangements to fund its portion of an Advance or (ii) its issuing or making arrangements to issue a Documentary Credit or (iii) its funding or making arrangements to fund any Ancillary Facility made available by it, in each case requested by any Borrower under this Agreement but not made by reason of the operation of any one or more of the provisions of this Agreement (save as a result of such Lender’s own gross negligence or wilful default).

General Indemnities. Subject to this Article 33, Supplier assumes all liability for and will indemnify and hold harmless the Indemnified Parties from and against all Claims and Liabilities or assertion of Liabilities or potential Liabilities by any person which: (a) are caused or are alleged to be caused by any act or omission of Supplier or its Personnel and relate to, arise out of or in connection with: (i) the illness, injury or death of any employees, agents, contractors, or Subcontractors of Supplier or Supplier’s Personnel suffered or incurred while at, or in transit to or from, the Site; (ii) damage to any property; (iii) any breach by Supplier or Supplier’s Personnel of any of Supplier’s obligations, covenants, undertakings, representations or warranties under the Agreement or any Purchase Order; (iv) the Products or Services; or (v) the entry onto and the activities undertaken on and in any Site by Supplier or Supplier’s Personnel, including, without limitation, any release or its charge, whether or not intentional, of any Hazardous Substances, arising from the matters or activities referred to in (i) through (iv) above (which release, discharge, pollution or contamination Supplier will promptly investigate and remediate at its sole expense to the satisfaction of Rio Tinto and relevant governmental officials); (b) are made against an Indemnified Party by any Government Agency or any Personnel of Supplier, its Subcontractors or their respective Affiliates, on account of or in any way arising from or related to employment with or engagement by Supplier, its Subcontractors or their respective Affiliates, including, without limitation, claims relating to income tax, workers compensation, unemployment compensation, overtime, compensation, salary, benefits (including, without limitation, annual or long service leave), discrimination, harassment, retaliation, breach of implied or express agreement, breach of implied covenant of good faith and fair dealing, promissory estoppel, unjust enrichment, libel, slander, interference with economic relations, wrongful discharge or termination or infliction of emotional distress arising under any federal, state or provincial statute, local ordinance or common law; (c) result from any violation or breach of any Applicable Laws by Supplier or Supplier’s Personnel in connection with the performance of any of the Services or supply of the Products; or (d) result from Supplier’s failure to procure or maintain the insurance required under Art...

General Indemnities. 16.1 You will at all times indemnify the Purchasing Agency and its officers, employees and agents from and against any and all Losses awarded against, incurred or suffered by them, caused by any: (a) unlawful or malicious act or omission by you or your Personnel; or (b) personal injury, death, or loss of or damage to tangible property (which, to avoid doubt, excludes software), due to an act or omission of you or your Personnel.

General Indemnities. The company does not undertake that all the goods shall depart or arrive by any particular date.

General Indemnities. Notwithstanding any other provision of this Supply Agreement, Noven agrees and warrants to indemnify, defend, and hold harmless Novogyne from and against any and all claims, damages, expenses, attorneys' fees, settlements, and judgments arising out of any injury or damage to a Third Party alleged to be caused by the CombiPatch Product supplied by Noven to Novogyne whether manufactured for or by Noven; PROVIDED, HOWEVER, that Novogyne notifies Noven within twenty (20) days of receipt of a claim or action, fully cooperates with Noven in the defense of such claim or action, and permits Noven and its insurers to control the defense of such claim or action at its sole expense, including, without limitation, the settlement thereof at the sole option of Noven or its insurers; PROVIDED, HOWEVER, that Noven may not enter into any compromise or settlement without the prior written consent of Novogyne unless such compromise or settlement includes as an unconditional term thereof the giving by each plaintiff or claimant to Novogyne of a release from all liability in respect of such claim and only if such compromise or settlement does not include any admission of legal wrongdoing on the part of Novogyne. Notwithstanding the above, Noven does not warrant and shall not be liable to indemnify Novogyne from and against any claims, damages, expenses, attorneys' fees, settlements and judgments to the extent arising out of any injury or damage to a Third Party caused by the negligence or willful misconduct on the part of Novogyne or breach by Novogyne of this Supply Agreement, for which Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. Novogyne shall have the right to control the defense and settle such claim or action. Novogyne agrees and warrants to indemnify and hold harmless Noven from and against any and all claims, damages, expenses, attorneys' fees, settlements and judgments for personal injury to a Third Party to the extent caused by the negligence or willful misconduct of Novogyne or breach by Novogyne of this Supply Agreement. This provision shall survive expiration or termination of this Supply Agreement.

General Indemnities. Revenera will defend and indemnify Customer and its employees, officers, board members, agents, representatives, and officials from and against any and all claims, demands, actions, losses, liabilities, injury, damages, which are brought by a third party and caused by, arise from or relate to (i) the willful or reckless acts or omissions of Revenera, its employees, agents, subcontractors or consultants; (ii) wrongful death, bodily injury, or damage to real and tangible property caused by Revenera; (iii) any material breach by Revenera of the confidentiality obligations set forth in the section of this Agreement titled “Confidential Information”; and (iv) any material breach by Revenera of the data privacy obligations set forth in the section of this Agreement titled “Data Privacy”.

General Indemnities. ▇▇▇▇▇▇ hereby agrees at all times to indemnify and hold harmless each Indemnitee from and against all and any Losses that are incurred by, imposed on or asserted against any Indemnitee or the Aircraft by any person directly or indirectly arising from, connected with or related to any of the following: 17.1.1 the manufacture, ownership, possession, registration (or non-registration), performance, transportation, management, control, use, operation, loss, damage, emissions, environmental damage, acceptance, abandonment, rejection, storing, design, destruction, presence, substitution, insurance, repossession, condition, testing, delivery, non-delivery, leasing, subleasing, wet-leasing, mortgaging (other than a Lessor Lien), location, maintenance, repair, service, modification, performance restoration, overhaul, inspection, refurbishment, alteration, replacement, pooling, interchange, removal, redelivery, import, export, reexport, return, protection, purchase, transfer, sale, or disposition of (or attempted purchase, transfer, sale, or disposition of), or other matters relating to or attributable to, the Aircraft or any part thereof or any right or interest therein, in each case whether or not such Losses may be attributable to any defect in the Aircraft or any part thereof or the Aircraft Documents, or to any other reason whatsoever, and regardless of when the same shall arise; 17.1.2 any design, article or material in the Aircraft or any part thereof or the operation or use thereof constituting or being alleged to constitute an infringement of any patent, copyright, design, trademark or other proprietary right; 17.1.3 preventing or attempting to prevent the arrest, confiscation, seizure, taking in execution, impounding, forfeiture or detention of the Aircraft, or in securing the release of the Aircraft; 17.1.4 a breach by Lessee of any of its obligations under the Transaction Documents or any other act or omission of any person which invalidates or renders void or voidable any of the Insurances; or 17.1.5 any transaction, activity, approval, or document contemplated by any Transaction Document or given or entered into in connection therewith, other than any Financing Document unless caused by ▇▇▇▇▇▇’s breach of any of its obligations under the Transaction Documents, in each case whether or not such Losses arise in contract, applicable law or otherwise and regardless of the acts or omissions (including any negligence or any type) of any Indemnitee except as e...