Common use of Indemnity Clause in Contracts

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 148 contracts

Samples: Lease (Procore Technologies, Inc.), Shopping Center Lease, Tenant Lease (Karat Packaging Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 134 contracts

Samples: Sublease Agreement, Office Lease, Tenant Lease

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents , . Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 5 contracts

Samples: Tenant Lease (Ceradyne Inc), Tenant Lease (Ceradyne Inc), Tenant Lease (Ceradyne Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters , . Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 4 contracts

Samples: Agreement (American Reprographics CO), Contemporaneous Agreement (Imaging Technologies Corp/Ca), Office Lease (Mti Technology Corp)

Indemnity. Except for Lessor ’s gross 's negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 4 contracts

Samples: Contemporaneous Agreement (Burke Flooring Products Inc), Office Lease (Infogrames Inc), Contemporaneous Agreement (Lmi Aerospace Inc)

Indemnity. Except for Lessor ’s 's or its agents', contractors', employees', or invitees' active or gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 4 contracts

Samples: Contemporaneous Agreement (Sew Cal Logo Inc), Contemporaneous Agreement (Sew Cal Logo Inc), Contemporaneous Agreement (Sew Cal Logo Inc)

Indemnity. Except for Lessor Landlord’s gross negligence or willful misconduct, Lessee Tenant shall indemnify, protect, defend and hold harmless the Premises, Lessor Landlord and its agents, Lessor’s master or ground lessor, partners agents and Lenders, Lenders from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises or the Project by Lessee Tenant or Tenant’s agents, contractors, employees, licensees or invitees (collectively, “Tenant Parties”) or any act, omission or negligence of any Tenant Parties. If any action or proceeding is brought against Lessor Landlord by reason of any of the foregoing matters, Lessee Tenant shall upon notice defend the same at Lessee Tenant’s expense by counsel reasonably satisfactory to Lessor Landlord and Lessor Landlord shall reasonably cooperate with Lessee Tenant in such defense. Lessor Landlord need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Commercial Lease (NantKwest, Inc.), Commercial Lease (NantKwest, Inc.), Commercial Lease (NantKwest, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, with the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Full Service Lease (Document Capture Technologies, Inc.), Full Service Lease (Document Capture Technologies, Inc.), Contemporaneous Agreement (Sysview Technology, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters , . Lessee shall upon notice defend the same at Lessee’s Lender's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in n such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Contemporaneous Agreement (Cumetrix Data Systems Corp), Contemporaneous Agreement (Cumetrix Data Systems Corp), Contemporaneous Agreement (Cumetrix Data Systems Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify indemnity, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Tenant Lease (Thermoview Industries Inc), Fastclick Inc, Ribapharm Inc

Indemnity. Except for Lessor ’s gross negligence or willful misconduct 's sole negligence, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Tenant Lease (Javelin Systems Inc), Written Agreement (Spectratek Technologies Inc), Ontro Inc

Indemnity. Except for Lessor’s Lessors gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Lease (Veraz Networks, Inc.), Tenant Lease (Nextest Systems Corp), Ambit Biosciences Corp

Indemnity. Except for Lessor’s gross negligence or willful misconduct misconduct and except as otherwise contemplated pursuant to the provisions of this lease, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Lease (Surgivision Inc), Tenant Lease (Mri Interventions, Inc.), Tenant Lease (Mri Interventions, Inc.)

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify Indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Lease (Tesla Motors Inc), Tenant Lease (Quality Systems Inc), Source Photonics Inc

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents , . Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters , . Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Office Lease (Avita Medical, Ltd.), Tenant Lease (Aldila Inc), Lease (Amphastar Pharmaceuticals, Inc.)

Indemnity. Except for Lessor ’s or its agents, employees or property manager’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents , employees, or property manager, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 3 contracts

Samples: Tenant Lease (AutoGenomics, Inc.), Lease (AutoGenomics, Inc.), Tenant Lease (AutoGenomics, Inc.)

Indemnity. Except for Lessor’s gross negligence or willful misconduct Lessees sole negligence, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s Lessors master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Tenant Lease (SMTC Corp), SMTC Corp

Indemnity. Except for Lessor’s Lesson's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ attorney' and consultants ' fees, expenses and/or liabilities arising out of, involving invoking, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters Matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Tenant Lease (Amerelite Solutions, Inc.), Lease (Amerelite Solutions, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct midconduct, or as otherwise herein provided, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Sublease Agreement (Alphatec Holdings, Inc.), Sublease Agreement (Alphatec Holdings, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or Of ground lessor Lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, with the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Lease (Diversified Opportunities, Inc.), Lease (Sugarmade, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, liens judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Lease (Odetics Inc), Tenant Lease (Odetics Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ attorney' and consultants ' fees, expenses and/or liabilities arising out of, involving invoking, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters Matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Agreement (Amerelite Solutions, Inc.), Written Agreement (Amerelite Solutions, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, reasonable attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Purchase and Sale Agreement and Joint Escrow Instructions (Amistar Corp), Agreement (Celerity Group Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s Lessors master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Separate Agreement (Ants Software Inc), Tenant Lease (Graphon Corp/De)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents , . Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all a claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Agreement (American Reprographics CO), Office and Warehouse Lease (Tank Sports, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises , . Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Contemporaneous Agreement (Anadys Pharmaceuticals Inc), Lease (Dynavax Technologies Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Written Agreement (Dippy Foods Inc), Written Agreement (Dippy Foods Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify indemnity, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor Lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Written Agreement (Ironclad Performance Wear Corp), Agreement (Ironclad Performance Wear Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify indemnity, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense . , Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Release Agreement (Ipl Systems Inc), Written Agreement (Immune Response Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify indemnity, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ permits, attorney's and consultants’ consultant's fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Release Agreement (Equinix Inc), Written Agreement (Equinix Inc)

Indemnity. Except for Lessor’s Lessors gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties pinalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, involving or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified Indemnified.

Appears in 2 contracts

Samples: Lease (Wecosign, Inc.), Lease (Wecosign, Inc.)

Indemnity. Except for Lessor’s gross negligence negliance or willful misconduct, Lessee shall indemnify indemnity, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, penalties attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense . , Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Lease (Brooks Automation Inc), Lease (Brooks Automation Inc)

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and ad hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor Lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ attorney’s and consultants’ fees, expenses and/or liabilities arising out of, involving, involving or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon up on notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Office Lease, Office Lease

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold and hold harmless the Premises, Lessor and its is agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Tenant Lease (Radiant Logistics, Inc), Tenant Lease (Radiant Logistics, Inc)

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the [ILLEGIBLE] Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, damage liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or and occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon [ILLEGIBLE] notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: First Amendment (Volcano CORP), Volcano CORP

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims , injuries, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Blue Apron Holdings, Inc., Blue Apron Holdings, Inc.

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities (collectively, “Claims”) arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . ,

Appears in 2 contracts

Samples: Tenant Lease (AeroVironment Inc), Lease (AeroVironment Inc)

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee Lessee during the term of this Lease. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Catalytica Energy Systems Inc), Tenant Lease (Catalytica Energy Systems Inc)

Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, reasonable out-of-pocket attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Amended and Restated Lease (SeaSpine Holdings Corp), Amended and Restated Lease (SeaSpine Holdings Corp)

Indemnity. Except for Lessor’s gross negligence or willful misconduct , and subject to the waiver of subrogation above, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Office Lease (DermTech International), Office Lease (DermTech International)

Indemnity. Except for Lessor’s or its agents, employees or contractors gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Lease (Procore Technologies, Inc.), Tenant Lease (Procore Technologies, Inc.)

Indemnity. Except for Lessor ’s or its agents, employees or property manager’s gross negligence or willful misconduct, misconduct Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, employees and property manager. Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and end consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Lease (AutoGenomics, Inc.), Lease (AutoGenomics, Inc.)

Indemnity. Except for and to the extent of Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Tenant Lease (National Rv Holdings Inc), Tenant Lease (National Rv Holdings Inc)

Indemnity. Except for Lessor’s to the extent of Landlord's gross negligence or willful misconduct, Lessee Tenant shall indemnify, protect, defend and hold harmless the Premises, Lessor Landlord and its agents, Lessor’s Landlord's master or ground lessor Landlord, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee Tenant. If any action or proceeding is brought against Lessor Landlord by reason of any of the foregoing matters, Lessee Tenant shall upon notice defend the same at Lessee’s Tenant's expense by counsel reasonably satisfactory to Lessor Landlord and Lessor Landlord shall cooperate with Lessee Tenant in such defense. Lessor Landlord need not have first paid any such claim in order to be defended or indemnified.

Appears in 2 contracts

Samples: Tenant Lease (iPower Inc.), Tenant Lease (iPower Inc.)

Indemnity. Except for Lessor’s gross negligence or willful misconduct EXCEPT FOR THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF LESSOR OR ANY OF ITS AGENTS, Lessee shall indemnify CONTRACTORS, protect EMPLOYEES, defend and hold harmless the Premises INVITEES OR REPRESENTATIVES, Lessor and its agents LESSEE SHALL INDEMNIFY, Lessor’s master or ground lessor PROTECT, partners and Lenders DEFEND AND HOLD HARMLESS THE PREMISES, from and against any and all claims LESSOR AND ITS AGENTS, loss of rents and/or damages LESSOR'S MASTER OR GROUND LESSOR (IF ANY), liens PARTNERS AND LENDERS, judgments FROM AND AGAINST ANY AND ALL CLAIMS, penalties LOSS OF RENTS AND/OR DAMAGES, attorneys’ and consultants’ fees LIENS, expenses and/or liabilities arising out of JUDGMENTS, involving PENALTIES, or in connection with ATTORNEYS' AND CONSULTANTS' FEES, the use and/or occupancy of the Premises by Lessee EXPENSES AND/OR LIABILITIES WHICH ARISE OUT OF OR RELATE TO THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF LESSEE OR LESSEE'S AGENTS, CONTRACTORS, EMPLOYEES, INVITEES OR REPRESENTATIVES (COLLECTIVELY, "LESSEE PARTIES") OR ANY INVITEE, LICENSEE OR CONTRACTOR OF THE LESSEE PARTIES, IN CONNECTION WITH THE USE AND/OR OCCUPANCY OF THE PREMISES. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters IF ANY ACTION OR PROCEEDING IS BROUGHT AGAINST LESSOR BY REASON OF ANY OF THE FOREGOING MATTERS, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense LESSEE SHALL UPON NOTICE DEFEND THE SAME AT LESSEE'S EXPENSE BY COUNSEL REASONABLY SATISFACTORY TO LESSOR AND LESSOR SHALL COOPERATE WITH LESSEE IN SUCH DEFENSE. Lessor need not have first paid any such claim in order to be defended or indemnified LESSOR NEED NOT HAVE FIRST PAID ANY SUCH CLAIM IN ORDER TO BE DEFENDED OR INDEMNIFIED.

Appears in 1 contract

Samples: Standard Industrial Lease (Advanced Fibre Communications Inc)

Indemnity. Except as otherwise set forth in the Agreement or for Lessor ’s gross negligence 's negligence, willful misconduct or willful misconduct breach of express warranties, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Separate Agreement (Digital Theater Systems Inc)

Indemnity. Except for Lessor’s gross Lessor sole negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Xoma LTD /De/)

Indemnity. Except for Lessor ’s 's and any of the Lessor Parties' gross negligence or willful misconduct misconduct and subject to the mutual waiver of subrogation set forth above in Paragraph 8.6, Lessee shall indemnify, protect, defend (with counsel reasonably satisfactory to Lessor) and hold harmless the Premises, Lessor and and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, any of the Lessor Parties from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee 's employees, contractors or invitees. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim Claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Tenant Lease (Beyond Meat, Inc.)

Indemnity. Except for Lessor ’s gross 's and any of the Lessor Parties' negligence or willful misconduct, and subject to the mutual waiver of of subrogation set forth in this Lease. Lessee shall indemnify, protect, defend and hold harmless the Premises , . Lessor and any of the Lessor Parties and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim Claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Tenant Lease (Beyond Meat, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Agreement (Communication Telesystems International)

Indemnity. Except for Lessor ’s 's gross negligence or of willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . Except for Lessee's gross negligence of willful misconduct, Lessor shall indemnify, protect, defend and hold harmless the Lessee from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys' and consultants' fees, expenses and/or liabilities arising out of, involving, or in connection with, the gross negligence or willful misconduct of Lessor. If any action or proceeding is brought against Lessee by reason of any of the foregoing matters, Lessor shall upon notice defend the same at Lessor's expense by counsel reasonably satisfactory to Lessee and Lessee shall cooperate with Lessor in such defense. Lessee need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Agreement of Understanding (World Waste Technologies Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful wilful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Notice (Gumtech International Inc \Ut\)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct misconduct Of violation of this Lease, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Tenant Lease (Axt Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct misconduct or breach of its obligations under this lease, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, involving or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Lease (Signature Eyewear Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify Indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor’s Lessors master or ground lessor, partners and Lenders, from and against any and all claims, loss toss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor Leasor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Trimedyne Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify Indemnify, protect, defend and hold harmless the Premises, Lessor and its agents , . Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Master Lease (Mediaplex Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, protect defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments , . penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Gusana Explorations Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its Its agents , . Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ attorney's and consultants ' fees, expenses and/or liabilities arising out of, involving, Involving. or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in In order to be defended or indemnified.

Appears in 1 contract

Samples: Bio-Matrix Scientific Group, Inc.

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents agent, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use sue and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Lease (Future Media Productions)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor Lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, involving or in connection with, the use and/or occupancy of the Premises by Lessee Lessees. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters matter, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Lifepoint Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor Lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Recom Managed Systems Inc De/)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, lessor partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants’ consultants fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters makers, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: North American Scientific Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, Lenders from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, with the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory satisfaction to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Full Service Lease (National Scientific Corp/Az)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss LOSS of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If if any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Written Agreement (Franklin Wireless Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or and /or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by be reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate cooperated with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Execute Sports Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages damages , liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with with , the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Consolidated Capital of North America Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, damages liens, judgments, penalties, attorneys’ attorney's and consultants’ consultant's fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of of, the foregoing matters, Lessee lessee shall upon notice defend the same at Lessee’s Lessees expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Agreement (Source Energy Corp /Ut/)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, (C) 1999 - AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION REVISED FORM OFG-1-9/99E liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Office Lease (Algorx Pharmaceuticals Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens Hens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters , . Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Singing Machine Co Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments Judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Lease (Amexdrug Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving Involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Office Lease

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, involving or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . Lessor shall indemnify, protect, defend and hold harmless Lessee and it's members, officers, directors, shareholders and employees from and against any and all claims, damages, costs, liens, judgments, penalties, loss of permits, attorney's and consultant's fees, expenses and liabilities arising out of, involving, or dealing with: (i) the gross negligence or willful misconduct of Lessors or Lessor's employees or agents, and/or Lessor's breach of its express warranties set forth in this Lease, or (ii) Lessor's material default under any of its obligations under this Lease, following written notice and the expiration of any applicable cure period as provided in Paragraph 13.6(a) of the Lease. In case any action or proceeding shall be brought against Lessee by reason of any of the foregoing matters, Lessor upon notice from Lessee shall defend the same at Lessor's expense by counsel reasonably satisfactory to Lessee and Lessee shall cooperate with Lessor in such defense. However, the indemnification obligations of Lessor under this Paragraph 8.7 shall not apply or extend to any injury to or interference with Lessee's business or to Lessee's consequential damages.

Appears in 1 contract

Samples: Contemporaneous Agreement (Divine Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in In connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Guitar Center Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee 's employees, contractors or invitees . If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified. Except for Lessee's gross negligence or willful misconduct, Lessor shall indemnify, protect, defend and hold harmless Lessee from and against any and all claims, loss of rents and/or damages, liens, judgement, penalties, attorneys' and consultants' fee, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessor and or the use/occupancy of the Premises or Project by Lessor, its employees, contractors or invitees. If any action or proceeding is brought against Lessee by reason of any of the foregoing matters, Lessor shall upon notice, defend the same at Lessor's expense by counsel reasonably satisfactory to Lessee and Lessee shall cooperate with Lessor in such defense. Lessee need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Tenant Lease (Liquidmetal Technologies Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee 's employees, contractors or invitees. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Tenant Lease

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee 's employees, contractors or invitees. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first first paid any such claim in order to be defended or indemnified indemnified.

Appears in 1 contract

Samples: Office Lease

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee 's employees, contractors or invitees. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense suchdefense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Lease

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy negligence, willful misconduct or breach of the Premises Lease by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: New Focus Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of fo the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or so indemnified.

Appears in 1 contract

Samples: Letter of Credit (Us Search Corp Com)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall be cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Anadys Pharmaceuticals Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified. PAGE 5 OF 12

Appears in 1 contract

Samples: swcre.com

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended defend or indemnified.

Appears in 1 contract

Samples: Golden State Vintners Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified Indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Converse Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . . "

Appears in 1 contract

Samples: Written Agreement (Top Group Holdings Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . . (See Addendum Paragraph 67)

Appears in 1 contract

Samples: Amendment to Lease (Capstone Turbine Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . Lessor agrees to indemnify, protect, defend and hold harmless Lessee from and against any and all claims, loss, damage or expense, including reasonable attorneys' fees, with respect to any claim of damage or injury to persons or property at the Premises, caused by the gross negligence or intentional acts of Lessor or its authorized agents or employees.

Appears in 1 contract

Samples: Tenant Lease (Newtek Business Services Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . Notwithstanding anything to the contrary in this Lease, Lessor shall indemnify, protect, defend and hold harmless Lessee and Lessee's employees, officers, agents, directors, and shareholders, and the successors and assigns of each of the foregoing, against and from any and all claims, demands, losses, liabilities, damages, costs, and expenses (including, without limitation, attorneys' and consultants' fees and the costs and expenses of defense) arising or resulting from (i) Lessor's breach of any covenant, representation or warranty under this Lease; or (ii) Lessor's or Lessor's agents' or employees' active negligence or wilful misconduct. The mutual indemnity obligations of Lessor and Lessee under this Lease shall not, however, release the respective insurers of Lessor and Lessee from such insurers' obligations under any policies covering their respective insureds.

Appears in 1 contract

Samples: Skechers Usa Inc

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . See Addendum Paragraph 82.

Appears in 1 contract

Samples: Tenant Lease (Veterinary Centers of America Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified. INITIALS ©2001 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM STN-16-2/13E

Appears in 1 contract

Samples: Tenant Lease (Psychemedics Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified. Lessor's Initials Lessees Initials

Appears in 1 contract

Samples: Tenant Lease (Alldigital Holdings, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Lease (Alldigital Holdings, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice noticed defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Office Lease (Pacific Crest Capital Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessor shall provide prompt notice to Lessee and Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Construction Contract (Maxim Pharmaceuticals Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters , . Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified . See Addendum Paragraph 64.

Appears in 1 contract

Samples: Contemporaneous Agreement (Homegrocer Com Inc)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys , and consultants’ consumers' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Sets Forth the Agreement (Peerless Systems Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee 's employees, contractors or invitees . If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Exagen Inc.

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments , . penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee . , If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Agreement (Amphastar Pharmaceuticals, Inc.)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments , ; penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (California Software Corp)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Contemporaneous Agreement (Xoma LTD /De/)

Indemnity. Except for Lessor ’s 's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor ’s 's master or ground lessor, partners and Lenders, from and against any and all claims , . loss of rents and/or damages, liens, judgments, penalties, attorneys ' and consultants ' fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee ’s 's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Amistar Corp)