Common use of Indemnity Clause in Contracts

Indemnity. A. GRANTEE SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY ATTORNEYS’ FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT GRANT AGREEMENT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMGRANT AGREEMENT.

Indemnity. A. TO THE EXTENT ALLOWED BY LAW, GRANTEE SHALL WILL DEFEND, INDEMNIFY INDEMNIFY, AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, ITS OFFICERS AND EMPLOYEES, REPRESENTATIVESAND THE SYSTEM AGENCY AND ITS OFFICERS AND EMPLOYEES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND AGAINST ALL LIABILITYCLAIMS, ACTIONS, CLAIMSSUITS, DEMANDS, OR SUITSPROCEEDINGS, COSTS, DAMAGES, AND ALL RELATED COSTSLIABILITIES, ATTORNEY FEES, INCLUDING ATTORNEYS’ FEES AND EXPENSES COURT COSTS ARISING OUT OF OF, OR CONNECTED WITH, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.FROM:

Indemnity. A. GRANTEE SELLER SHALL DEFEND, INDEMNIFY INDEMNIFY, AND HOLD BUYER, AND BUYER’S AFFILIATES, SUBSIDIARIES, SUCCESSORS, AND ASSIGNS HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, SUITS, JUDGMENTS, FINES, PENALTIES, OR ANY OTHER LOSS INCLUDING COSTS, EXPENSES AND ATTORNEYS’ FEES ARISING OUT OF OR OCCURRING IN CONNECTION WITH SELLER’S BREACH OF THE STATE TERMS AND CONDITIONS OF TEXAS AND SYSTEM AGENCYTHIS ORDER, SELLER’S BREACH OF ANY WARRANTY MADE IN THIS ORDER, SELLER’S INFRINGEMENT OR VIOLATION OF THE RIGHT OF ANY PERSON, SUCH AS UNDER ANY PATENT, TRADEMARK OR COPYRIGHT LAWS, AND/OR THEIR OFFICERSSELLER’S NEGLIGENCE, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/GROSS NEGLIGENCE OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, WILLFUL ACTS OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES OMISSIONS ARISING OUT OF OR RESULTING FROM RELATING IN ANY ACTS OR OMISSIONS WAY TO THIS ORDER. ALL INDEMNIFICATION OBLIGATIONS OF GRANTEE OR ITS AGENTSSELLER SHALL EXTEND TO THE OFFICERS, DIRECTORS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE AND AGENTS OF THE CONTRACT BUYER AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE CONTINUE NOTWITHSTANDING COMPLETION, ACCEPTANCE OR PAYMENT RELATING TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMTHIS ORDER.

Indemnity. A. GRANTEE SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT GRANT AGREEMENT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMGRANT AGREEMENT.

Indemnity. A. GRANTEE SHALL INDEMNIFY, DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTEXAS, THE GLO, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM AND AGAINST ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, DAMAGES, PROCEEDINGS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY ATTORNEYS’ FEES, AND EXPENSES ARISING OUT OF OF, CONNECTED WITH, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, SUPPLIERS, CONTRACTORS, SUBCONTRACTORS, ASSIGNEES, DESIGNEES, ORDER FULFILLERS, OR SUPPLIERS OF CONTRACTORS OR SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. GRANTEE SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS' FEES. GRANTEE SHALL COORDINATE ITS DEFENSE WITH THE GLO AND THE OFFICE OF THE ATTORNEY GENERAL IF THE GLO OR ANOTHER TEXAS STATE AGENCY IS A NAMED CO-DEFENDANT WITH GRANTEE IN ANY SUIT. GRANTEE MAY NOT AGREE TO SETTLE ANY SUCH LAWSUIT OR OTHER CLAIM WITHOUT FIRST OBTAINING THE WRITTEN CONSENT OF THE GLO AND, IF APPLICABLE, THE OFFICE OF THE ATTORNEY GENERAL.

Indemnity. A. GRANTEE SUBRECIPIENT SHALL INDEMNIFY, DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTEXAS, THE GLO, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM AND AGAINST ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, DAMAGES, PROCEEDINGS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY ATTORNEYS’ FEES, AND EXPENSES ARISING OUT OF OF, CONNECTED WITH, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE SUBRECIPIENT OR ITS OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, SUPPLIERS, CONTRACTORS, SUBCONTRACTORS, ORDER FULFILLERSASSIGNEES, DESIGNEES, OR SUPPLIERS OF CONTRACTORS OR SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. SUBRECIPIENT AND THE DEFENSE GLO SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. SUBRECIPIENT SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS' FEES. SUBRECIPIENT SHALL COORDINATE ITS DEFENSE WITH THE GLO AND THE OFFICE OF THE ATTORNEY GENERAL IF THE GLO OR ANOTHER TEXAS STATE AGENCY IS A NAMED CO-DEFENDANT WITH SUBRECIPIENT IN ANY SUIT. SUBRECIPIENT MAY NOT AGREE TO SETTLE ANY SUCH LAWSUIT OR OTHER CLAIM WITHOUT FIRST OBTAINING THE WRITTEN CONSENT OF THE GLO AND, IF APPLICABLE, THE OFFICE OF THE ATTORNEY GENERAL.

Indemnity. A. GRANTEE THE CONSULTANT SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYCITY, AND/OR THEIR ITS OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL LIABILITYSUITS, ACTIONS, LEGAL PROCEEDINGS, CAUSES OF ACTION, CLAIMS, DEMANDS, OR SUITSDAMAGES, JUDGMENTS, LOSSES, LIENS, COSTS, EXPENSES, ATTORNEYS’ FEES AND ANY AND ALL RELATED OTHER COSTS, ATTORNEY FEES, AND EXPENSES FEES AND/OR CLAIMS OF ANY KIND OR DESCRIPTION ARISING OUT OF OF, IN CONNECTION WITH OR RESULTING FROM ANY ACTS THE AGREEMENT OR OMISSIONS OF GRANTEE SERVICES PROVIDED UNDER THE AGREEMENT OR FROM ITS NEGLIGENCE OR WILLFUL ACT WHETHER SUCH ACT BE BY THE CONSULTANT OR ITS AGENTSDESIGNEE. THE CITY, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS AS A GOVERNMENTAL ENTITY IN THE EXECUTION OR PERFORMANCE STATE OF TEXAS, SHALL NOT INDEMNIFY THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMCONSULTANT.

Indemnity. A. GRANTEE SHALL IT IS UNDERSTOOD AND AGREED BETWEEN THE PARTIES THAT OWNER IN PERFORMING OBLIGATIONS HEREUNDER, IS ACTING INDEPENDENTLY, AND COUNTY ASSUMES NO RESPONSIBILITIES OR LIABILITIES IN CONNECTION THEREWITH TO THIRD PARTIES. OWNER AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS COUNTY AND THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FBCAD FROM ANY AND ALL LIABILITY, ACTIONS, NON-OWNER CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES CAUSES OF ACTION OF ANY NATURE WHATSOEVER ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OWNER’S BREACH OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OBLIGATIONS HEREUNDER. OWNER’S INDEMNIFICATION OBLIGATIONS INCLUDE THE PAYMENT OF SUBCONTRACTORS REASONABLE ATTORNEYS FEES AND EXPENSES INCURRED IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMCLAIMS, SUITS, AND CAUSES OF ACTION. OWNER SHALL BE RESPONSIBLE FOR ALL FEES INCURRED BY COUNTY IN THE DEFENSE OF ANY SUCH CLAIMS, SUITS, OR CAUSES OF ACTION.

Indemnity. A. GRANTEE TO THE EXTENT PERMITTED BY THE LAWS AND CONSTITUTION OF THE STATE OF TEXAS, EACH PARTY SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS OTHER PARTY AND SYSTEM AGENCY, AND/OR ITS AFFILIATES AND THEIR OFFICERS, RESPECTIVE AGENTS, EMPLOYEESSERVANTS AND EMPLOYEES (COLLECTIVELY THE INDEMNIFIED PARTIES") FROM AND AGAINST ANY LOSSES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY EXPENSES AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDSLIABILITIES (INCLUDING REASONABLE ATTORNEYS FEES) ARISING OUT OF, OR SUITSIN CONNECTION WITH, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF ANY NEGLIGENT OR RESULTING FROM ANY ACTS WILLFUL ACT OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OMISSION OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED INDEMNIFYING PARTY UNDER THE CONTRACTTHIS AGREEMENT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OBLIGATIONS OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING INDEMNIFYING PARTY UNDER THIS SECTION SHALL SURVIVE THE CONCURRENCE FROM THE OFFICE TERMINATION OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMTHIS AGREEMENT.

Indemnity. A. GRANTEE ACTS OR OMISSIONS OPERATOR SHALL INDEMNIFY, DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTEXAS, THE BOARD, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM AND AGAINST ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, DAMAGES, PROCEEDINGS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OF, CONNECTED WITH, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OPERATOR OR ITS OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, SUPPLIERS, CONTRACTORS, SUBCONTRACTORS, ASSIGNEES, DESIGNEES, ORDER FULFILLERS, OR SUPPLIERS OF CONTRACTORS OR SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AGREEMENT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACTAGREEMENT. OPERATOR AND THE DEFENSE BOARD SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. OPERATOR SHALL BE COORDINATED BY GRANTEE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS' FEES. OPERATOR SHALL COORDINATE ITS DEFENSE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE OPERATOR MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM WRITTEN CONSENT OF THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE PROVIDER SHALL INDEMNIFY, DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS TEXAS, THE GLO, AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR AND DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, DAMAGE, OR SUITS, SUITS AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE PROVIDER OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUBCONTRACTORS’ SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. PROVIDER MUST COORDINATE ITS DEFENSE WITH THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH GLO AND THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE OR OTHER GLO LEGAL COUNSEL IF THE GLO IS A NAMED DEFENDANTS DEFENDANT IN ANY LAWSUIT AND GRANTEE ARISING OUT OF THE EXECUTION OR PERFORMANCE OF THE CONTRACT. PROVIDER MAY NOT AGREE TO SETTLE ANY SETTLEMENT SUCH LAWSUIT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM OF THE OFFICE OF THE TEXAS ATTORNEY GENERALGENERAL OR OTHER GLO LEGAL COUNSEL. GRANTEE AND SYSTEM AGENCY AGREE TO THE PARTIES MUST FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH ACTION, CLAIM, DEMAND, OR SUIT DESCRIBED HEREIN.

Indemnity. A. GRANTEE 14.1 SEE ARTICLE 3 OF THE UGC'S AND THE SUPPLEMENTARY CONDITIONS FOR CONTRACTOR'S GENERAL INDEMNIFICATION OBLIGATIONS. CM SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR STATE PRESERVATION BOARD and/or THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMSCLAMS, DEMANDS, OR SUITS, AND ALL RELATED DAMAGES, COSTS, ATTORNEY FEES, AND EXPENSES TO THE EXTENT CAUSED BY OR ARISING OUT OF FROM OR RESULTING FROM FORM ANY ACTS ACTOS OF NEGLIGENCE, INTENTIONAL TORTS, WILLFUL MISCONDUCT, PERSONAL INJURY OR OMISSIONS OF GRANTEE DAMAGE TO PROPERTY, AND /OR OTHERWISE RELATED TO CM'S PERFORMANCE, AND/OR FAILURES TO PAY A SUBCONTRACTOR OR SUPPLIER BY THE CM OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, CONSULTANTS UNDER CONTRACT TO CM OR ANY OTHER ENTITY OVER WHICH THE CONTRACTOR EXERCISES CONTROL, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE CM WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE CM MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE CM AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE HCS SHALL DEFENDINDEMNIFY, INDEMNIFY AND HOLD HARMLESS AND DEFEND THE STATE OF TEXAS AND SYSTEM AGENCYDISBURSEMENT AGENT, AND/OR THEIR ITS OFFICERS, AGENTSDIRECTORS, AGENTS AND EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM AND AGAINST ANY AND ALL LIABILITYCLAIM, ACTIONS, CLAIMSOBLIGATIONS, DEMANDSLIABILITY AND EXPENSES, OR SUITS, AND ALL RELATED INCLUDING DEFENSE COSTS, ATTORNEY INVESTIGATIVE FEES AND COSTS, LEGAL FEES, AND EXPENSES CLAIMS FOR DAMAGES, ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE DISBURSEMENT AGENT'S PERFORMANCE UNDER THIS AGREEMENT, EXCEPT TO THE EXTENT THAT SUCH LIABILITIES, EXPENSE OR CLAIM IS ATTRIBUTABLE TO THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMDISBURSEMENT AGENT.

Indemnity. A. GRANTEE THE GRANTOR SHALL DEFENDINDEMNIFY, INDEMNIFY AND HOLD HARMLESS AND DEFEND THE INDENTURE TRUSTEE, THE PLEDGE TRUSTEE AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, AGENTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, OBLIGATIONS, LIABILITIES AND EXPENSES, INCLUDING DEFENSE COSTS, INVESTIGATIVE FEES AND COSTS, AND LEGAL FEES AND DAMAGES ARISING FROM THEIR EXECUTION OF OR PERFORMANCE UNDER THIS AGREEMENT, EXCEPT TO THE EXTENT THAT SUCH CLAIM, ACTION, OBLIGATION, LIABILITY OR EXPENSE IS DIRECTLY ATTRIBUTABLE TO THE BAD FAITH, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF SUCH INDEMNIFIED PERSON. THIS INDEMNIFICATION SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT FOR A PERIOD OF TIME FROM THE TERMINATION OF THIS AGREEMENT EQUAL TO THE STATUTORY LIMITATION OF CLAIMS FOR BREACH OF A WRITTEN CONTRACT UNDER THE LAWS OF THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS NEW YORK AS IN EFFECT ON THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMDATE HEREOF.

Indemnity. A. GRANTEE TO THE EXTENT ALLOWED BY LAW, PROVIDER SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTHE GLO, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE PROVIDER OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE PROVIDER WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE PROVIDER MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE PROVIDER AND SYSTEM AGENCY AGREE TO THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE SHALL BUYER AND SELLER EACH (AS APPLICABLE, THE “INDEMNITOR”) AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS OTHER, THE OTHER’S AFFILIATES, AND SYSTEM AGENCY, AND/OR THEIR THE OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES DIRECTORS AND EMPLOYEES OF THE SAME (THE “INDEMNIFIED PARTIES”) HARMLESS FROM AND AGAINST ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, CLAIMS OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT CAUSES OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.ACTION:

Indemnity. A. GRANTEE PROVIDER, TO THE EXTENT ALLOWED BY LAW, SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTHE GLO, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE PROVIDER OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE PROVIDER WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE PROVIDER MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE PROVIDER AND SYSTEM AGENCY AGREE TO THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE Acts/Omissions. PROVIDER, TO THE EXTENT ALLOWED BY LAW, SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTHE GLO, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE PROVIDER OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE PROVIDER WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE PROVIDER MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE PROVIDER AND SYSTEM AGENCY AGREE TO THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMCLAIM.*THIS PARAGRAPH IS NOT INTENDED TO AND SHALL NOT BE CONSTRUTED TO REQUIRE RESPONDENT TO INDEMNIFY OR HOLD HARMLESS THE STATE OR AGENCY FOR ANY CLAIMS OR LIABILITIES RESULTING FROM THE NEGLIGENT ACTS OR OMMISSIONS OF AGENCY OR ITS EMPLOYEES.

Indemnity. A. GRANTEE Acts/Omissions. PROVIDER, TO THE EXTENT ALLOWED BY LAW, SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTHE GLO, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE PROVIDER OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE PROVIDER WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE PROVIDER MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE PROVIDER AND SYSTEM AGENCY AGREE TO THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.*

Indemnity. A. GRANTEE WITHOUT LIMITING THE SCOPE OF ANY OTHER INDEMNITY PROVISION CONTAINED HEREIN, SELLER SHALL DEFENDINDEMNIFY, INDEMNIFY AND HOLD HARMLESS THE STATE AND, AT DEFENSE TECHNOLOGY’S ELECTION, DEFEND DEFENSE TECHNOLOGY, ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ALL LOSSES, COSTS, CLAIMS, PENALTIES, CAUSES OF TEXAS ACTION, DAMAGES, LIABILITIES, FEES, AND SYSTEM AGENCYEXPENSES, INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEYS’ F EES, ALL EXPENSES OF LITIGATION AND/OR THEIR SETTLEMENT, AND COURT COSTS, ARISING FROM OR RELATED TO ANY ACT OR OMISSION OF SELLER, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDSSUPPLIERS, OR SUITSSUBCONTRACTORS AT ANY TIER, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED OF ITS OBLIGATIONS UNDER THE THIS CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE TO THE EXTENT ALLOWED BY LAW, QPP SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYTHE GLO, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE QPP OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE QPP WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE QPP MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE QPP AND SYSTEM AGENCY AGREE TO THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. TO THE EXTENT PERMITTED BY TEXAS LAW, GRANTEE SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE SHALL DEFEND, ATTORNEY AGREES TO INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES XXXXX COUNTY FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, INCLUDING ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE DELIVERY OF PROFESSIONAL SERVICES OR THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE FAILURE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMDELIVER SAME UNDER THIS CONTRACT BY THE ATTORNEY.

Indemnity. A. GRANTEE EXCEPT FOR DAMAGES DIRECTLY OR PROXIMATELY CAUSED BY THE GROSS NEGLIGENCE OF THE SUBRECIPIENT OR THE GLO, PROVIDER SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE SUBRECIPIENT, THE STATE OF TEXAS TEXAS, THE GLO, AND SYSTEM AGENCYTHE OFFICERS, AND/OR THEIR OFFICERSREPRESENTATIVES, AGENTS, EMPLOYEESAND EMPLOYEES OF THE SUBRECIPIENT, REPRESENTATIVESTHE STATE OF TEXAS, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES AND THE GLO FROM ANY AND ALL LIABILITYLOSSES, CLAIMS, SUITS, ACTIONS, CLAIMS, DEMANDSDAMAGES, OR SUITS, AND LIABILITY (INCLUDING ALL RELATED COSTS, ATTORNEY FEES, COSTS AND EXPENSES OF DEFENDING AGAINST ALL OF THE AFOREMENTIONED) ARISING OUT OF OR RESULTING FROM IN CONNECTION WITH: ■ THIS CONTRACT; ■ ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTSNEGLIGENCE, EMPLOYEESACT, SUBCONTRACTORS, ORDER FULFILLERSOMISSION, OR SUPPLIERS OF SUBCONTRACTORS MISCONDUCT IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT SERVICES REFERENCED HEREIN; OR ■ ANY CLAIMS OR AMOUNTS ARISING OR RECOVERABLE UNDER FEDERAL OR STATE WORKERS’ COMPENSATION LAWS, THE TEXAS TORT CLAIMS ACT,OR ANY OTHER SUCH LAWS. PROVIDER SHALL BE RESPONSIBLE FOR THE SAFETY AND ANY PURCHASE ORDERS ISSUED UNDER WELL BEING OF ITS EMPLOYEES, CUSTOMERS, AND INVITEES. THESE REQUIREMENTS SHALL SURVIVE THE CONTRACTTERM OF THIS AGREEMENT UNTIL ALL CLAIMS HAVE BEEN SETTLED OR RESOLVED AND SUITABLE EVIDENCE TO THAT EFFECT HAS BEEN FURNISHED TO THE SUBRECIPIENT. THE DEFENSE PROVISIONS OF THIS SECTION 8.03 SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE SURVIVE TERMINATION OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMTHIS CONTRACT.

Indemnity. A. GRANTEE A/E SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCYOWNER, AND/OR AND THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR AND DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED DAMAGES, COSTS, ATTORNEY FEES, AND EXPENSES TO THE EXTENT CAUSED BY, ARISING OUT OF OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.ANY

Indemnity. A. GRANTEE a. CONTRACTOR SHALL DEFEND, INDEMNIFY AND SAVE, HOLD HARMLESS AND INDEMNIFY THE LOTTERY AND THE STATE OF TEXAS OREGON AND SYSTEM AGENCYTHEIR AGENCIES, AND/OR THEIR SUBDIVISIONS, OFFICERS, DIRECTORS, AGENTS, EMPLOYEESAND EMPLOYEES FROM AND AGAINST ALL THIRD PARTY CLAIMS, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITYSUITS, ACTIONS, CLAIMSLOSSES, DEMANDSDAMAGES, LIABILITIES, COSTS AND EXPENSES OF ANY NATURE WHATSOEVER RESULTING FROM, ARISING OUT OF, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY RELATING TO THE ACTS OR OMISSIONS OF GRANTEE CONTRACTOR OR ITS AGENTSOFFICERS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED AGENTS UNDER THE WORK ORDER CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

Indemnity. A. GRANTEE SHALL DEFENDa TO THE EXTENT ALLOWED UNDER APPLICABLE LAW, INDEMNIFY THE CITY OF SAN MARCOS AGREES TO HOLD HARMLESS, INDEMNIFY, AND HOLD HARMLESS DEFEND XXXX COUNTY, TEXAS STATE UNIVERSITY AND THE TEXAS STATE UNIVERSITY SYSTEM, THE CITY OF TEXAS XXXX, AND SYSTEM AGENCYTHE CITY BUDA, AND/OR THEIR OFFICERSAND ITS EMPLOYEES, AGENTS, EMPLOYEESOFFICERS, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES AND SERVANTS FROM ANY AND ALL LIABILITY, ACTIONSLAWSUITS, CLAIMS, DEMANDS, AND CAUSES OF ACTION OF ANY KIND ARISING FROM THE NEGLIGENT OR SUITSINTENTIONAL ACTS, AND ALL RELATED COSTSERRORS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR THE CITY OF SAN MARCOS, ITS AGENTSOFFICERS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED AGENTS WITH RESPECT TO ACTIONS TAKEN UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMTHIS AGREEMENT.

Indemnity. A. GRANTEE TO THE FULLEST EXTENT ALLOWED BY LAW, SELLER SHALL DEFENDINDEMNIFY, INDEMNIFY DEFEND AND HOLD HARMLESS BUYER AND EACH OF ITS DIRECTORS, OFFICERS, MEMBERS, MANAGERS, PARTNERS, EMPLOYEES, AGENTS AND REPRESENTATIVES (COLLECTIVELY, THE STATE “INDEMNITEES”) FROM AND AGAINST ANY AND ALL CLAIMS ARISING OUT OF TEXAS THE MATERIALS/SERVICES. SELLER’S INDEMNITY OBLIGATIONS SHALL NOT EXTEND TO CLAIMS RESULTING FROM THE NEGLIGENCE OR WILLFUL MISCONDUCT OF BUYER. BUYER'S INSURANCE REQUIREMENTS TO WHICH SELLER IS SUBJECT UNDER THIS AGREEMENT ARE SEPARATE AND SYSTEM AGENCY, DISTINCT FROM THE REQUIREMENT OF INDEMNIFICATION HEREUNDER. SELLER’S DEFENSE AND INDEMNITY OBLIGATIONS HEREUNDER SHALL SURVIVE TERMINATION OF THIS AGREEMENT AND WILL CONTINUE UNTIL IT IS FINALLY DETERMINED THAT ANY CLAIM OR CLAIMS ARE BARRED BY THE APPLICABLE STATUTE OF LIMITATIONS AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIMREPOSE.

Indemnity. A. GRANTEE RECIPIENT SHALL DEFEND, SAVE, HOLD HARMLESS, AND INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS OREGON AND SYSTEM AGENCY, AND/OR OAC AND THEIR OFFICERS, AGENTSEMPLOYEES AND AGENTS FROM AND AGAINST ALL CLAIMS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITYSUITS, ACTIONS, LOSSES, DAMAGES, LIABILITIES, COSTS AND EXPENSES OF ANY NATURE WHATSOEVER, INCLUDING ATTORNEYS’ FEES (COLLECTIVELY, “CLAIMS”), DEMANDSRESULTING FROM, ARISING OUT OF, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT RELATING TO THE ACTIVITIES OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR RECIPIENTOR ITS AGENTSOFFICERS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERSAGENTS, OR SUPPLIERS OF SUBCONTRACTORS RECIPIENTS UNDER THIS AGREEMENT. NEITHER RECIPIENT NOR ANY ATTORNEY ENGAGED BY RECIPIENT MAY DEFEND ANY CLAIM IN THE EXECUTION OR PERFORMANCE NAME OF THE CONTRACT AND STATE OF OREGON (INCLUDING ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE AGENCY OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE OF OREGON), NOR PURPORT TO ANY SETTLEMENT ACT AS LEGAL REPRESENTATIVE FOR THE STATE OF OREGON, WITHOUT FIRST OBTAINING THE CONCURRENCE RECEIVING FROM THE OFFICE OREGON ATTORNEY GENERAL, IN A FORM AND MANNER DETERMINED APPROPRIATE BY THE OREGON ATTORNEY GENERAL, AUTHORITY TO ACT AS LEGAL COUNSEL FOR THE STATE OF OREGON, NOR MAY RECIPIENT SETTLE ANY CLAIM ON BEHALF OF THE TEXAS STATE OF OREGON WITHOUT THE APPROVAL OF THE OREGON ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE IF THE STATE OF OREGON ASSUMES ITS OWN DEFENSE, RECIPIENT WILL BE LIABLE FOR THE ATTORNEY FEES OF THE STATE OF OREGON, INCLUDING BUT NOT LIMITED TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER ANY FEES CHARGED BY THE OREGON DEPARTMENT OF ANY SUCH CLAIMJUSTICE. THIS SECTION SHALL SURVIVE EXPIRATION OR TERMINATION OF THIS AGREEMENT.

Indemnity. A. GRANTEE RECIPIENT SHALL DEFEND, SAVE, HOLD HARMLESS, AND INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS OREGON AND SYSTEM AGENCY, AND/OR OAC AND THEIR OFFICERS, AGENTSEMPLOYEES AND AGENTS FROM AND AGAINST ALL CLAIMS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITYSUITS, ACTIONS, LOSSES, DAMAGES, LIABILITIES, COSTS AND EXPENSES OF ANY NATURE WHATSOEVER, INCLUDING ATTORNEYS’ FEES (COLLECTIVELY, “CLAIMS”), DEMANDSRESULTING FROM, ARISING OUT OF, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT RELATING TO THE ACTIVITIES OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE RECIPIENT OR ITS AGENTSOFFICERS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERSAGENTS, OR SUPPLIERS OF SUBCONTRACTORS RECIPIENTS UNDER THIS AGREEMENT. NEITHER RECIPIENT NOR ANY ATTORNEY ENGAGED BY RECIPIENT MAY DEFEND ANY CLAIM IN THE EXECUTION OR PERFORMANCE NAME OF THE CONTRACT AND STATE OF OREGON (INCLUDING ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH THE OFFICE AGENCY OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE OF OREGON), NOR PURPORT TO ANY SETTLEMENT ACT AS LEGAL REPRESENTATIVE FOR THE STATE OF OREGON, WITHOUT FIRST OBTAINING THE CONCURRENCE RECEIVING FROM THE OFFICE OREGON ATTORNEY GENERAL, IN A FORM AND MANNER DETERMINED APPROPRIATE BY THE OREGON ATTORNEY GENERAL, AUTHORITY TO ACT AS LEGAL COUNSEL FOR THE STATE OF OREGON, NOR MAY RECIPIENT SETTLE ANY CLAIM ON BEHALF OF THE TEXAS STATE OF OREGON WITHOUT THE APPROVAL OF THE OREGON ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE IF THE STATE OF OREGON ASSUMES ITS OWN DEFENSE, RECIPIENT WILL BE LIABLE FOR THE ATTORNEY FEES OF THE STATE OF OREGON, INCLUDING BUT NOT LIMITED TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER ANY FEES CHARGED BY THE OREGON DEPARTMENT OF ANY SUCH CLAIMJUSTICE.