Common use of Indemnification Against Third-Party Claims Clause in Contracts

Indemnification Against Third-Party Claims. Company shall indemnify, defend, and hold harmless Seller, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Seller Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Seller Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by or under common ownership and/or control with Seller relating to (i) the ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date, and (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Company Party, except to the extent that any such Loss is attributable to the negligence or willful misconduct of an Indemnified Seller Party.

Appears in 7 contracts

Samples: Power Purchase Agreement, Power Purchase Agreement, Power Purchase Agreement

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Indemnification Against Third-Party Claims. Company Seller shall indemnify, defend, and hold harmless SellerCompany, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Seller Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Seller Company Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by by, or under common ownership and/or control with Seller with, Company relating to (i) the Seller's development, permitting, construction, ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date, and Facility or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Company Seller Party, except as and to the extent that any such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Seller Company Party.

Appears in 5 contracts

Samples: Power Purchase Agreement, Power Purchase Agreement, Power Purchase Agreement

Indemnification Against Third-Party Claims. Company shall indemnify, defend, and hold harmless Seller, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, including but not limited to contractors, subcontractors and the their employees of any of them (collectively referred to as an "Indemnified Seller Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Seller Party or to which any Indemnified Seller Party becomes subject, resulting from, arising out of, or relating to, due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by or under common ownership and/or control with Seller (whether or not well founded, meritorious or unmeritorious) relating to (i) the ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date, and (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Company Party, except to the extent that any such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Seller Party.

Appears in 2 contracts

Samples: Power Purchase Agreement (Hawaiian Electric Co Inc), Power Purchase Agreement

Indemnification Against Third-Party Claims. Company shall indemnify, defend, and hold harmless SellerSupplier, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, including but not limited to contractors, subcontractors and the their employees of any of them (collectively referred to as an "collectively, β€œIndemnified Seller Supplier Party"”), from and against any Losses suffered, incurred or sustained by any Indemnified Seller Supplier Party due or to which any Indemnified Supplier Party becomes subject, resulting from, arising out of, or relating to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by or under common ownership and/or control with Seller Supplier (whether or not well founded, meritorious or unmeritorious) relating to (i) the ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date, and (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Company PartyCompany, except to the extent that any such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Seller Supplier Party.

Appears in 2 contracts

Samples: Grid Services Purchase Agreement, Grid Services Purchase Agreement

Indemnification Against Third-Party Claims. Company Subscriber Organization shall indemnify, defend, and hold harmless SellerCompany, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Seller Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Seller Company Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by by, or under common ownership and/or control with Seller with, Company relating to (i) Subscriber Organization's development, permitting, construction, ownership, operation and/or maintenance of the Facility and Company-Owned Interconnection Facilities (excluding the ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date, and ); or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Company Subscriber Organization Party, except as and to the extent that any such Loss is attributable to the negligence or willful misconduct of an Indemnified Seller Company Party.

Appears in 1 contract

Samples: Power Purchase Agreement

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Indemnification Against Third-Party Claims. Company shall indemnify, defend, and hold harmless SellerSubscriber Organization, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, contractors, subcontractors and the employees of any of them (collectively referred to as an "Indemnified Seller Subscriber Organization Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Seller Subscriber Organization Party due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by or under common ownership and/or control with Seller Subscriber Organization relating to (i) the ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date, and (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Company Party, except to the extent that any such Loss is attributable to the negligence or willful misconduct of an Indemnified Seller Subscriber Organization Party.

Appears in 1 contract

Samples: Power Purchase Agreement

Indemnification Against Third-Party Claims. Company Seller shall indemnify, defend, and hold harmless SellerCompany, its successors, permitted assigns, affiliates, controlling persons, directors, officers, employees, servants and agents, including but not limited to contractors, subcontractors and their the employees of any of them (collectively referred to as an "Indemnified Seller Company Party"), from and against any Losses suffered, incurred or sustained by any Indemnified Seller Company Party or to which any Indemnified Company Party becomes subject, resulting from, arising out of, or relating to, any Claim due to any Claim (whether or not well founded, meritorious or unmeritorious) by a third party not controlled by by, or under common ownership and/or control with Seller relating with, Company (whether or not well founded, meritorious or unmeritorious)relating to (i) the Seller's development, permitting, construction, ownership, operation and/or maintenance of the Company-Owned Interconnection Facilities following the Transfer Date, and Facility or (ii) any actual or alleged personal injury or death or damage to property, in any way arising out of, incident to, or resulting directly or indirectly from the acts or omissions of any Indemnified Company PartySeller Party or its agents or subcontractors, except as and to the extent that any of the foregoing such Loss is attributable to the gross negligence or willful misconduct of an Indemnified Seller Company Party.

Appears in 1 contract

Samples: Power Purchase Agreement (Hawaiian Electric Co Inc)

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