INDEMNITIES AND WARRANTIES. 7.1 Subject to the Retirement Scheme Law, the Member indemnifies and agrees to hold harmless and will keep indemnified and hold harmless ICML from all actions, suits, claims, demands, proceedings, liabilities, costs and expenses whatsoever which may be taken or made against ICML in respect of the Services, provided that, in so acting or omitting to act, ICML is not guilty of fraud, willful misconduct or gross negligence.
INDEMNITIES AND WARRANTIES. 10.1 The Customer is itself responsible for the use of the Additional Services of Inter8 and the results of these Additional Services. Customer will never use the Additional Services and the results of these Additional Service in violation with applicable law and/or legislation, and agrees in particular not use these for the handling and delivery of mass unsolicited e-mail. Inter8 does not guarantee the correctness, integrity, reliability or completeness of any result or consequence of the Additional Services.
INDEMNITIES AND WARRANTIES. 17.1 Prana hereby releases and indemnifies and will continue to release and indemnify Xxxxxx, its officers, employees and agents from and against all actions, claims, proceedings or demands (including those brought by third parties) which may be brought against it or them, whether on their own or jointly with Prana and whether at common law, in equity or pursuant to statute or otherwise, in respect of any loss, death, injury, illness or damage (whether personal or property, and whether direct or consequential, including consequential financial loss) and any infringement of copyright, patents, trademarks, designs or other Intellectual Property Rights, howsoever arising out of Prana's exercise of its rights under this Agreement or Exploitation of any Project Technology and from and against all damages, costs and expenses incurred in defending or settling any such claim, proceeding or demand; except to the extent that any such liability may arise from the negligent or fraudulent acts or omissions of Xxxxxx.
INDEMNITIES AND WARRANTIES. Each party undertakes to indemnity other parties to allow for recovery of costs by an ‘innocent’ party from a culpable one, if a claim is brought or regulatory action is taken due to a fault of the culpable party. For instance, where a data breach occurs, the breaching Party shall indemnify the relevant Party against and compensate for any loss (financial or otherwise) that the relevant Party sustains due to any failure by the breaching Party or employees or sub-contractors to act in accordance with the terms of this Agreement and relevant legislation.
INDEMNITIES AND WARRANTIES. It is agreed as follows: 12.1 If the Trustee ceases to be a Trustee of the Trust and appoints in his stead a new trustee in accordance with the provisions of clause 10 then he shall have no further liability of any kind in respect of the Trust. 12.2 The Settlor warrants that he is absolutely entitled to all of the legal and beneficial interest in the Property at the time of making the initial settlement of the Property and execution of this Trust Deed. 12.3 The Settlor hereby irrevocably undertakes to indemnify and keep indemnified the Trustee against any and all losses howsoever caused as a result of a breach of these warranties. 12.4 Both Parties warrant that they have the necessary power and approval to enter into this Trust Deed. 12.5 Both Parties warrant that they are not aware of anything in their reasonable control which will or could have an adverse effect upon their ability to perform their respective obligations hereunder. 12.6 The Settlor warrants that there is no litigation currently in progress, likely to be commenced or threatened against him. 12.7 The Trustee warrants that there is no litigation currently in progress, likely to be commenced or threatened against him. 12.8 The failure or delay by either Party to enforce any term of this Trust Deed or to act upon a breach of any term shall not constitute a waiver of their rights. 12.9 The Settlor hereby indemnifies and agrees to keep indemnified the Trustee against any and all losses, expenses and liabilities of any other kind arising from: 12.9.1 Any misrepresentation, misleading statement, deceit, untrue statement (whether by act, statement or omission) made by the Settlor at any time prior to and including the execution of this Trust Deed. 12.9.2 The cost of defending any action brought under this Trust Deed.13. TRUSTEES REMUNERATION The Trustees shall have the power to reimburse themselves from the Trust Fund for all fair and reasonable expenses involved in the creation and administration of the Trust and shall be entitled to charge fair professional fees for their services to the Trust.14.
INDEMNITIES AND WARRANTIES. 7.1. The Warrantors (other than Xx. Xxxxx XxXxxx in the case of a claim made under Clause 7.1.2 only) shall indemnify, defend and hold harmless the Purchaser and the Company and keep indemnified the Purchaser and the Company against all and any expenses, costs, claims, demands, losses, damages and other liabilities whatsoever whether direct or consequential suffered or incurred by the Company or the Purchaser arising under or in respect of:
INDEMNITIES AND WARRANTIES. 6.1. Indemnities and warranties on the part of the Borrower:
INDEMNITIES AND WARRANTIES. EACH PARTY AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE OTHER PARTY AND ANY SUBSIDIARY AND AFFILIATE COMPANIES, TOGETHER WITH THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, FROM AND AGAINST ANY AND ALL CLAIMS, CAUSES OF ACTION, PENALTIES, LIABILITIES, DAMAGES, LOSSES, COSTS AND EXPENSES (INCLUDING, WITHOUT LIMITATION, COURT COSTS AND REASONABLE ATTORNEY’S FEES) IN CONNECTION WITH ANY PERSONAL INJURIES, INCLUDING DEATH, OR PROPERTY DAMAGE OR LOSS OF WHATSOEVER KIND OR NATURE, THAT RELATE TO OR ARE ATTRIBUTABLE TO THE OWNERSHIP OR OPERATION OF THE LEASES OWNED BY THEM COVERING THE LANDS SET FORTH IN THE RESPECTIVE EXHIBIT “A”, EXHIBIT “B”, EXHIBIT “C”, EXHIBIT “D” OR EXHIBIT “E”.
INDEMNITIES AND WARRANTIES. Each indemnity and warranty given under the Contract is a continuing obligation separate and independent from other obligations under the Contract and notwithstanding anything else in the Contract is enforceable and survives completion of the Works or the termination, or expiry of the Contract.
INDEMNITIES AND WARRANTIES. 5.6.1 Subject to clause 5.6.4 the Council shall indemnify the JVCo from and against all losses, costs, claims, demands, actions, fines, penalties, liabilities and expenses (including legal expenses) in connection with or as a result of any claim or demand (including, for the avoidance of doubt, any claim or demand arising out of the Council not having carried out the equal pay audit required to be completed by 31 March 2007 by the NJC 2004 Pay Agreement) by any Transferring Employee arising out of the employment of any Transferring Employee provided that this arises from any act, fault or omission of the Council in relation to any Transferring Employee prior to the Transfer Date.
