MUTUAL IDEMNIFICATIONS Clause Samples

MUTUAL IDEMNIFICATIONS. 38.1 Each of the parties covenants and agrees to indemnify the other party (the party so covenanting being referred to in this Section as the “Indemnifying Party”, and the other party being referred to in this Section as the “Indemnified Party”) such that the Indemnifying Party shall: (a) be solely liable and responsible for any and all claims which the Indemnified Party or any of its respective directors, officers, servants, agents and employees, together with the successors, assigns, administrators, executors, heirs and all other legal representatives of the foregoing, may suffer, sustain, pay or incur; and (b) indemnify and save the Indemnified Party and its respective directors, officers, servants, agents and employees, together with the successors, assigns, administrators, executors, heirs and all other legal representatives of the foregoing, harmless from any and all claims which may be brought against or suffered by such persons or which they may sustain, pay or incur, as a result of, arising out of, attributable to or connected with any breach or non-fulfillment of any representation, warranty, covenant or agreement on the part of the Indemnifying Party under this Agreement (other than a breach or non-fulfillment of any optional matter hereunder) or any misstatement or inaccuracy of or any other incorrectness in or breach of any representation or warranty of the Indemnifying Party contained in this Agreement or in any certificate or other document furnished by the Indemnifying Party pursuant to this Agreement. Joint-Venture Agreement Azimut Exploration Inc. & Northwestern Mineral Ventures Inc. 38.2 For greater certainty and without limiting the generality of the foregoing, the parties acknowledge and agree that the NORTHWESTERN shall not be responsible for any environmental or other liabilities accrued on the Property prior to the effective date of the Head Agreement, and AZIMUT hereby agrees to indemnify and hold harmless NORTHWESTERN and all of its directors, officers, servants, agents and employees, together with the successors, assigns, administrators, executors, heirs and all other legal representatives of NORTHWESTERN, in connection with such matters.