Indemnify & Hold Harmless Sample Clauses

Indemnify & Hold Harmless. Xxxxxx agrees not to hold City responsible for any claims, demands, judgments and expenses incurred in connection with a death or injury to persons or for loss of or damage to property arising out of or in connection with, the use of the occupancy of Facility that may be attributable specifically to the Lessee, Xxxxxx’s guests or use of the Facility. A major concern of the City is to keep the facility clean and prevent costly damages. Facility belongs to the citizens of West Point and is under the control of the City Council to oversee its care. Xxxxxx agrees that it will be responsible for all damages or liability that may occur during its use of Facility and agrees to indemnify and hold the City harmless for the same.
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Indemnify & Hold Harmless. ‌ The bargaining agent will indemnify and hold the employer harmless against any and all liability including but not limited to such items as wages, damages, awards, court costs, and attorney fees which arise by reason of or result from the operation of this article.
Indemnify & Hold Harmless. Client will hold the Service Provider harmless from any claim, demand, or cause of action, by whomever and wherever brought, that arises out of or is in any way related to this Plan, and will indemnify Service Provider for any monetary assessments imposed on Service Provider as a result of any such claim, demand or cause of action.
Indemnify & Hold Harmless. 13. The Chamber will be liable for all losses, costs, damages, and expenses whatsoever incurred or suffered by the District, its elected officials, officers, employees and agents including but not limited to damage to or loss of property and loss of use thereof, and injury to or death of a person or persons resulting from or in connection with the negligent performance or non-performance of this Contract, except only where such loss, costs, damages and expenses are as a result of the acts of the Indemnities, and in such event only to the extent such claim, demand, action, proceeding or liability is attributable to decisions or acts of the Indemnities, as are actionable and sustainable against the Indemnities pursuant to British Columbia law.
Indemnify & Hold Harmless. This Agency will indemnify and hold harmless United Way, its officers, directors, employees, and representatives from any and all claims, losses, liabilities, damages, expenses, causes of action and costs (including attorneys’ fees and court costs) incurred by or brought against United Way caused by or which in any way results from any breach by the Agency of its prevailing standards of care under this Agreement, or as a result of any other act or omission of the Partner/s in connection with this agreement.
Indemnify & Hold Harmless. Pursuant to Sections 725.06 and 725.08, Florida Statutes, this Utility Agreement may qualify as a professional services contract or it may qualify as a construction contract and Applicant may qualify as a design professional. Notwithstanding the provisions of Section 725.06, Florida Statutes, Applicant agrees to indemnify and hold harmless the City of Gainesville, GRU, its elected officials, its officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorneys’ fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Applicant, design professional, and other persons employed or utilized by Applicant, or design professional in the performance of this Agreement.
Indemnify & Hold Harmless. Tenant will indemnify and hold Landlord harmless from and against any and all claims, losses, expenses, costs, judgments, and/or demands arising from the conduct of Tenant on the Premises and/or on account of any operation or action by Tenant and/or from and against all claims arising from any breach or default on the part of Tenant or any act of negligence of Tenant, its agents, contractors, servants, employees, licensees or invitees, and any accident, injury or death of any person or damage to any property in or about the Premises.
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Indemnify & Hold Harmless. As a condition of your participation in the Course, You hereby Release, Waive, Discharge and Covenant Not to Sue, and further agree to Indemnify, Defend and Hold Harmless JC Tactical, and, if applicable, the following parties: the National Association of School Resource Officers Inc., the host, any Course sponsor, all instructors, all participants executing this Waiver, the facility, venue and property owners or operators upon which the Course takes place; and each of their respective parent, subsidiary and affiliated companies, officers, directors, partners, shareholders, members, agents, employees and volunteers (Individually, and Collectively, the “Released Partieswith respect to any liability, claim(s), demand(s), cause(s) of action, damage(s) of action, damage(s), loss or expenses (including court cost and reasonable attorney fees of any kind or nature (“Liability”) which may arise out of, result from, or relate in any way to Your participation in the Course, including claims for Liability caused in whole or in part by negligent acts or omissions of Released Parties. You further agree that if, despite this Waiver, or if anyone on Your behalf, makes a claim for Liability against any of the Released Parties, You will indemnify, defend and hold harmless each of the Released Parties from any such Liabilities which may be incurred as the result of such claim.
Indemnify & Hold Harmless. I agree to indemnify and hold harmless Camp Gan Israel, Chabad of Greater South Bay and its officers, employees, volunteers or assigns from any liability concerning my child’s involvement in camp and further agree that the use of any premises during the program is made at my own risk. By signing this agreement, I certify that I have legal capacity to act as the parent/guardian of the named minor. I further understand that the terms of this agreement are legally binding and certify that I am signing this agreement, after having carefully read it, of my own free will.

Related to Indemnify & Hold Harmless

  • Hold Harmless Contractor shall indemnify and save harmless County, its officers, agents, employees, and servants from all claims, suits, or actions of every name, kind, and description, brought for, or on account of: (A) injuries to or death of any person, including Contractor, or (B) damage to any property of any kind whatsoever and to whomsoever belonging, (C) any sanctions, penalties, or claims of damages resulting from Contractor’s failure to comply with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and all Federal regulations promulgated thereunder, as amended, or (D) any other loss or cost, including but not limited to that caused by the concurrent active or passive negligence of County, its officers, agents, employees, or servants, resulting from the performance of any work required of Contractor or payments made pursuant to this Agreement, provided that this shall not apply to injuries or damage for which County has been found in a court of competent jurisdiction to be solely liable by reason of its own negligence or willful misconduct. The duty of Contractor to indemnify and save harmless as set forth herein, shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

  • Indemnification and Hold Harmless a. The Contractor shall be responsible for and shall indemnify, defend, and hold DSHS harmless from any and all claims, costs, charges, penalties, demands, losses, liabilities, damages, judgments, or fines, of whatsoever kind of nature, arising out of or relating to a) the Contractor’s or any Subcontractor’s performance or failure to perform this Contract, or b) the acts or omissions of the Contractor or any Subcontractor.

  • Hold Harmless and Indemnification A. The Consultant shall defend, indemnify, and hold the City, its officers, officials, employees, and volunteers harmless from any and all claims, injuries, damages, losses, or suits including attorney fees, arising out of or resulting from the acts, errors, or omissions of the Consultant in performance of this Agreement, except for injuries and damages caused by the sole negligence of the City.

  • ADDITIONAL INDEMNIFICATION, HOLD HARMLESS AND EXONERATION RIGHTS Notwithstanding any limitation in Sections 3, 4, or 5, except for Section 27, the Company shall, to the fullest extent permitted by applicable law, indemnify, hold harmless and exonerate Indemnitee if Indemnitee is a party to or threatened to be made a party to any Proceeding (including a Proceeding by or in the right of the Company to procure a judgment in its favor) against all Expenses, judgments, fines, penalties and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, fines, penalties and amounts paid in settlement) actually and reasonably incurred by Indemnitee in connection with the Proceeding. No indemnification, hold harmless or exoneration rights shall be available under this Section 7 on account of Indemnitee’s conduct which constitutes a breach of Indemnitee’s duty of loyalty to the Company or its stockholders or is an act or omission not in good faith or which involves intentional misconduct or a knowing violation of the law.

  • Indemnity and Hold Harmless Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys’ fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell’s responsibility will be governed by the State of Minnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law.

  • Indemnified Parties Section 8.2

  • Exculpation; Indemnification Notwithstanding any other provisions of this Agreement, whether express or implied, or any obligation or duty at law or in equity, neither the Sole Member, nor any officers, directors, stockholders, partners, employees, affiliates, representatives or agents of the Sole Member, or any manager, officer, employee, representative or agent of the Company (individually, a “Covered Person” and, collectively, the “Covered Persons”) shall be liable to the Company or any other person for any act or omission (in relation to the Company, its property or the conduct of its business or affairs, this Agreement, any related document or any transaction or investment contemplated hereby or thereby) taken or omitted by a Covered Person in the reasonable belief that such act or omission is in or is not contrary to the best interests of the Company and is within the scope of authority granted to such Covered Person by the Company, provided such act or omission does not constitute fraud, willful misconduct, bad faith or gross negligence. To the fullest extent permitted by law, the Company shall indemnify and hold harmless each Covered Person from and against any and all civil, criminal, administrative or investigative losses, claims, demands, liabilities, expenses, judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings (“Claims”), in which the Covered Person may be involved, or threatened to be involved, as a party or otherwise, by reason of its management of the affairs of the Company or which relates to or arises out of the Company or its property, business or affairs. A Covered Person shall not be entitled to indemnification under this Section 11 with respect to (i) any Claim with respect to which such Covered Person has engaged in fraud, willful misconduct, bad faith or gross negligence or (ii) any Claim initiated by such Covered Person unless such Claim (or part thereof) (A) was brought to enforce such Covered Person’s rights to indemnification hereunder or (B) was authorized or consented to by the Board or the Sole Member. Expenses incurred by a Covered Person in defending any Claim shall be paid by the Company in advance of the final disposition of such Claim upon receipt by the Company of an undertaking by or on behalf of such Covered Person to repay such amount if it shall be ultimately determined that such Covered Person is not entitled to be indemnified by the Company as authorized by this Section 11.

  • Indemnification of Agent Indemnitees EACH LENDER SHALL INDEMNIFY AND HOLD HARMLESS AGENT INDEMNITEES, TO THE EXTENT NOT REIMBURSED BY OBLIGORS (BUT WITHOUT LIMITING THE INDEMNIFICATION OBLIGATIONS OF OBLIGORS UNDER ANY LOAN DOCUMENTS), ON A PRO RATA BASIS, AGAINST ALL CLAIMS THAT MAY BE INCURRED BY OR ASSERTED AGAINST ANY AGENT INDEMNITEE, PROVIDED THE CLAIM RELATES TO OR ARISES FROM AN AGENT INDEMNITEE ACTING AS OR FOR AGENT (IN ITS CAPACITY AS AGENT). In Agent’s discretion, it may reserve for any such Claims made against an Agent Indemnitee, and may satisfy any judgment, order or settlement relating thereto, from proceeds of Collateral prior to making any distribution of Collateral proceeds to Lenders. If Agent is sued by any receiver, bankruptcy trustee, debtor-in-possession or other Person for any alleged preference or fraudulent transfer, then any monies paid by Agent in settlement or satisfaction of such proceeding, together with all interest, costs and expenses (including attorneys’ fees) incurred in the defense of same, shall be promptly reimbursed to Agent by each Lender to the extent of its Pro Rata share.

  • MLV Indemnification MLV agrees to indemnify and hold harmless the Company and its directors and each officer of the Company who signed the Registration Statement, and each person, if any, who (i) controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act or (ii) is controlled by or is under common control with the Company against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 11(a), as incurred, but only with respect to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendments thereto) or in any related Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with information relating to MLV and furnished to the Company in writing by MLV expressly for use therein.

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