General Right. The Trust agrees to indemnify and hold ▇▇▇▇▇ (and his family members, assigns and heirs) harmless from and against all claims, costs, liabilities and damages arising out of or resulting from: (i) any action taken by or omission committed by the Trust or any person engaged by or acting on behalf of the Trust; (ii) any action taken by or omission committed by Dover, its officers, directors or advisors; (iii) any matter arising out of or relating to the Acquisition Transaction; and (iv) the performance by ▇▇▇▇▇ of his services under this Agreement. This right to indemnification shall not be subject to any right of contribution, offset or otherwise limited by virtue of the fact that such claim, cost, liability or damage was caused in part or entirely by an action or omission of ▇▇▇▇▇, unless such action or omission constituted fraud or willful misconduct by ▇▇▇▇▇. The parties intend for ▇▇▇▇▇ to be entitled to indemnification to the maximum extent permitted by law.
Appears in 2 contracts
Sources: Consulting Agreement (Dover Investments Corp), Consulting Agreement (Dover Investments Corp)