Indemnification and Waiver. Except as provided in Section 10.5 or to the extent due to the negligence, willful misconduct or violation of this Lease by Landlord or the Landlord Parties, Tenant hereby assumes all risk of damage to property in, upon or about the Premises from any cause whatsoever (including, but not limited to, any personal injuries resulting from a slip and fall in, upon or about the Premises) and agrees that Landlord, its partners, subpartners and their respective officers, agents, servants, employees, and independent contractors (collectively, “Landlord Parties”) shall not be liable for, and are hereby released from any responsibility for, any damage either to person or property or resulting from the loss of use thereof, which damage is sustained by Tenant or by other persons claiming through Tenant. Tenant shall indemnify, defend, protect, and hold harmless the Landlord Parties from any and all loss, cost, damage, expense and liability (including without limitation court costs and reasonable attorneys’ fees) incurred in connection with or arising from any cause in, on or about the Premises (including, but not limited to, a slip and fall), any acts, omissions or negligence of Tenant or of any person claiming by, through or under Tenant, or of the contractors, agents, servants, employees, invitees, guests or licensees of Tenant or any such person, in, on or about the Project or any breach of the terms of this Lease, either prior to, during, or after the expiration of the Lease Term, provided that the terms of the foregoing indemnity and release shall not apply to the negligence or willful misconduct of Landlord or its agents, employees, contractors, licensees or invitees, or Landlord’s violation of this Lease. Should Landlord be named as a defendant in any suit brought against Tenant in connection with or arising out of Tenant’s occupancy of the Premises, Tenant shall pay to Landlord its costs and expenses incurred in such suit, including without limitation, its actual professional fees such as reasonable appraisers’, accountants’ and attorneys’ fees. Notwithstanding anything to the contrary in this Lease, Landlord shall not be released or indemnified from, and shall indemnify, defend, protect and hold harmless Tenant from, all losses, damages, liabilities, claims, attorneys’ fees, costs and expenses arising from the gross negligence or willful misconduct of Landlord or its agents, contractors, licensees or invitees, or a violation of Landlord’s obligations or repres...
Indemnification and Waiver. Whether or not the transactions contemplated hereby shall be consummated:
Indemnification and Waiver. To the extent not prohibited by law, Landlord, its members, partners, subpartners and affiliates and their respective officers, agents, servants, employees, and independent contractors (collectively, "LANDLORD PARTIES") shall not be liable for, any damage either to person or property or resulting from the loss of use thereof, which damage is sustained by Tenant. Tenant shall indemnify, defend, protect, and hold harmless Landlord Parties from any and all loss, cost, damage, expense and liability, including without limitation court costs and reasonable attorneys' fees (collectively, "CLAIMS") incurred in connection with or arising from any cause in, on or about the Premises during the Lease Term, provided that the terms of the foregoing indemnity by Tenant shall not apply to the gross negligence or willful misconduct of Landlord or its agents, contractors, servants, employees or licensees in connection with Landlord's activities in the Project and Landlord shall indemnify, defend, protect and hold Tenant, its officers, directors, agents, servants and employees harmless from any such Claims (except for damage to the Tenant Improvements and Tenant's personal property, fixtures, furniture and equipment in the Premises, to the extent Tenant is required to obtain the requisite insurance coverage pursuant to this Lease). The provisions of this Section 10.1 shall survive the expiration or sooner termination of this Lease with respect to any claims or liability occurring prior to such expiration or termination.
Indemnification and Waiver. 17.1 In so far as it is not legally prohibited:
Indemnification and Waiver. Tenant hereby assumes all risk of damage to property and injury to persons, in, on, or about the Premises from any cause whatsoever and agrees that Landlord, and its partners and subpartners, and their respective officers, agents, property managers, servants, employees, and independent contractors (collectively, "Landlord Parties") shall not be liable for, and are hereby released from any responsibility for, any damage to property or injury to persons or resulting from the loss of use thereof, which damage or injury is sustained by Tenant or by other persons claiming through Tenant. Tenant shall indemnify, defend, protect, and hold harmless the Landlord Parties from any and all loss, cost, damage, expense and liability (including without limitation court costs and reasonable attorneys' fees) incurred in connection with or arising from any cause in, on or about the Premises (including, without limitation, Tenant's installation, placement and removal of Alterations, improvements, fixtures and/or equipment in, on or about the Premises), and any acts, omissions or negligence of Tenant or of any person claiming by, through or under Tenant, or of the contractors, agents, servants, employees, licensees or invitees of Tenant or any such person, in, on or about the Premises, Building and Real Property; provided, however, that the terms of the foregoing indemnity shall not apply to the gross negligence or willful misconduct of Landlord. The provisions of this Section 10.1 shall survive the expiration or sooner termination of this Lease.
Indemnification and Waiver a. Borrower agrees to indemnify the Department and its agents, employees and officers against, and holds the Department and its agents, employees and officers harmless from, any losses, damages, liabilities, claims, actions, judgments, court costs and legal or other expenses (including attorneys' fees) of every name, kind and description, which the Department may incur as a direct or indirect consequence of: (1) the making of the Loan to the Borrower; (2) Borrower's failure to perform any obligations as and when required by this Agreement or any of the other Loan Documents; (3) any failure at any time of any of Borrower's representations or warranties to be true and correct; (4) any act or omission by Borrower, any contractor, subcontractor, material supplier, engineer, architect or other person or entity with respect to the Property or the construction, management, maintenance or operation of the Development; or (5) the presence of any recognized environmental conditions at the Development or on the Property. Borrower shall pay immediately upon the Department's demand any amounts owing under this indemnity together with interest from the date the indebtedness arises until paid at the rate of ten percent (10%) per annum. Borrower’s duty to indemnify and save harmless includes the duties to defend as set forth in section 2778 of the Civil Code. Borrower shall indemnify and hold harmless the Department and its agents, officers and employees as set forth herein regardless of the existence or degree of fault or negligence whether active or passive, primary or secondary on the part of the Department, the Borrower or their respective agents, officers, employees, contractors or subcontractor; provided, however, that Borrower's duty to indemnify and hold harmless hereunder shall not extend to liability arising from the gross negligence or willful misconduct of the Department. Borrower's duty to indemnify the Department shall survive the term of this Agreement, the release and cancellation of the Note, and the reconveyance or partial reconveyance of the Deed of Trust.
Indemnification and Waiver a. Xxxxxxxx agrees to indemnify and defend the Department and its agents, employees, officers, successors and assigns (collectively, the “Indemnified Parties”) against, and holds the Department and other Indemnified Parties harmless from, any and all losses, damages, liabilities, claims, actions, judgments, court costs and legal or other expenses (including attorneys' fees) of every name, kind and description which are threatened or asserted against, or suffered or incurred by, the Department or any other Indemnified Party as a direct or indirect consequence of: (1) the making of the Loan to the Borrower; (2) Borrower's failure to perform any obligations as and when required by this Agreement or any of the other Loan Documents; (3) any failure at any time of any of Borrower's representations or warranties to be materially true and correct; (4) any act or omission by Borrower, any contractor, subcontractor, material supplier, engineer, architect or other person or entity with respect to the Property or the Development, or the design, construction, management, maintenance, repair or operation thereof; (5) any failure of the Property or the Development to comply with all applicable laws, statutes, rules, regulations or orders, including without limitation the Program Requirements, now or hereafter applicable thereto, or (6) the presence of any environmental conditions at the Development or on the Property. Xxxxxxxx shall pay immediately upon the Department's demand any amounts owing under this indemnity together with interest from the date the indebtedness arises until paid at the rate equal to the lesser of: (i) ten percent (10%) per annum, compounded annually, or (ii) the maximum rate permitted by law. Xxxxxxxx’s duty to indemnify, defend and hold harmless includes the duties to defend as set forth in section 2778 of the Civil Code. Borrower shall indemnify, defend and hold harmless the Department and the other Indemnified Parties as set forth herein regardless of the existence or degree of fault or negligence whether active or passive, primary or secondary on the part of the Department or such other Indemnified Parties, the Borrower or their respective agents, officers, employees, contractors or subcontractors; provided, however, that Xxxxxxxx's duty to indemnify, defend and hold harmless hereunder shall not extend to liability to the extent arising from the gross negligence or willful misconduct of the Department. Xxxxxxxx's duty to indemnify, defend and ...
Indemnification and Waiver. Except in the case of a breach or default in the performance of any obligation under this Lease, each party shall indemnify, defend and hold harmless the other party and nothing in this Lease shall be construed as imposing any liability on them for any loss, costs, expense (including reasonable attorney's fees), or any claims, suits, actions or damages arising from the ownership, use, control or occupancy of any portion of the Project including the Building, Common Areas and Premises unless such loss, cost, expense, claim, suit or action is a result of or caused by the negligent acts or omissions of such other party or its agents, servants, employees, contractors, or invitees. Tenant shall not indemnify Landlord for acts or failure to observe or comply with any of the rules by any other Tenant or occupant of the Building or Project that adversely affect Tenant's use and occupancy in which Landlord has been put on notice of such adverse impact to Tenant.
Indemnification and Waiver. TENANT KNOWINGLY AND VOLUNTARILY WAIVES AND RELEASES (COLLECTIVELY, THE “WAIVERS”) THE LANDLORD PARTIES AND HEREBY AGREES TO INDEMNIFY, PROTECT, DEFEND AND HOLD HARMLESS (COLLECTIVELY, THE “INDEMNIFICATION OBLIGATIONS”) THE LANDLORD PARTIES, THEIR SUCCESSORS AND ASSIGNS, FROM AND AGAINST, ANY AND ALL FINES, SUITS, LITIGATION, LOSSES, COSTS, LIABILITIES, CLAIMS, DEMANDS, OBLIGATIONS, INJURIES, PENALTIES, DISBURSEMENTS, CHARGES, ASSESSMENTS, SETTLEMENT PAYMENTS, DAMAGES (INCLUDING ACTUAL, CONSEQUENTIAL AND PUNITIVE), ACTIONS OR CAUSES OF ACTION (WHETHER IN TORT, CONTRACT, OR UNDER A THEORY OF STRICT LIABILITY, OR WHETHER IN LAW, EQUITY, STATUTORY OR OTHERWISE), LIENS, JUDGMENTS AND EXPENSES (INCLUDING LEGAL COSTS AS DEFINED IN THE FOLLOWING PARAGRAPH 6.02) OF EVERY KIND OR CHARACTER, FORESEEABLE AND UNFORESEEABLE, ARISING OR ALLEGED TO ARISE, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN CONNECTION WITH, RELATING TO, OR RESULTING FROM (INDIVIDUALLY, A “CLAIM”, AND COLLECTIVELY, THE “CLAIMS”) (A) ANY BREACH, VIOLATION OR NON-PERFORMANCE OF ANY TERM, PROVISION, COVENANT, AGREEMENT OR CONDITION ON THE PART OF ANY OF THE TENANT PARTIES, (B) ANY HARM TO, IMPAIRMENT OR LOSS OF, OR IMPAIRMENT OR LOSS OF USE OF, PROPERTY, INCLUDING INCOME SUFFERED BY ANY INDIVIDUAL OR ENTITY INSIDE THE PREMISES OR CAUSED OR SUFFERED BY ANY OF THE TENANT PARTIES OUTSIDE THE PREMISES, (C) HARM TO (INCLUDING SICKNESS OR DISEASE) OR DEATH OF A PERSON INSIDE THE PREMISES OR CAUSED OR SUFFERED BY ANY OF THE TENANT PARTIES OUTSIDE THE PREMISES, AND/OR (D) “PERSONAL AND ADVERTISING INJURY,” AS SUCH TERM IS DEFINED IN ISO FORM CG 0001 1001.
Indemnification and Waiver. 27 PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems]
