University Indemnification Sample Clauses

University Indemnification. The voluntary decision of an employee to authorize the declaration of monthly dues and initiation fees, if applicable, from the employee’s wages shall be consistent with SPP 2-403. Therefore, the University assumes no obligation, financial or otherwise, in conjunction with the current procedure for the deduction of dues. The Union shall indemnify and hold the University harmless from any and all claims, grievances, arbitrations, awards, suits, attachments, or other proceedings arising out of or by reason of any action taken by the Union in conjunction with the current dues deduction procedure under SPP 2-403. The University will not be responsible for deductions from the pay of any employee for any AFSCME fines, penalties, or special assessments.
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University Indemnification. University shall defend and indemnify Sponsor, its officers, employees and agents from and against any suit brought against Sponsor, its officers, employees and agents insofar as such suit is based upon any employee of Sponsor sustaining any injury while on the premises of University that is due to the negligence or willful misconduct of University in the performance of Research; provided that, (i) Sponsor notify University promptly in writing of such suit; (ii) University shall have full and complete authority (including settlement authority) in the defense of such suit; and (iii) Sponsor shall cooperate in good faith with University in the defense of such suit, including without limitation, providing all relevant and necessary information and assistance for such defense.
Sample 1
University Indemnification. Notwithstanding anything herein to the contrary, the University shall indemnify and hold harmless the Licensee for any breach of representations and warranties set forth in Article 7 herein. In the event of a claim for indemnification by the Licensee pursuant to this Section 9.5, the Licensee shall provide written notice of such claim to the University and the University, in the case such claim involves a third party, shall assume the defense and/or settlement of such claim at its sole cost and expense; provided, however, that the University may not settle or otherwise compromise such claim without the prior written consent of the Licensee, which consent shall not be unreasonably withheld or delayed and which consent shall not be required if such settlement or compromise includes a full release of the Licensee and the ability of the Licensee to continue to use and exploit the license and other rights granted herein.
Sample 1
University Indemnification. The University shall not be liable for any labor, services or materials furnished by NFF, and no mechanics’ or other liens for any such labor or materials shall attach to or affect the interest of the University in and to the property occupied by the University. All contracts relative to any labor or services shall, to the fullest extent permitted by applicable law, provide explicitly Contract No. GF-2019-C-0058 that the provider of all such labor or services waives any right to assert any mechanic’s or material man’s claim or lien against the property occupied by the University. NFF shall defend, indemnify, and hold harmless the University and its agents, employees, and officers from and against all claims, mechanic’s liens, material man’s liens, encumbrances, bond claims, damages, losses, and expenses, including but not limited to attorneys’ fees and expert fees, arising out of or in connection with the performance of the labor, services, or materials furnished for the University. In addition, NFF shall, within thirty (30) calendar days of the filing of any claim for a mechanic’s lien or material man’s lien, cause the property occupied by the University to be released from any such lien or claim. If NFF fails to do so, the University is authorized by NFF to remove or satisfy any such lien or encumbrance, and NFF shall pay to the University all costs and damages incurred by the University to do so, including attorneys’ fees.
Sample 1
University Indemnification. Each Construction Contractor shall indemnify, hold harmless and defend the University and University Protected Parties against and from: (i) all claims arising out of the presence of that Construction Contractor and that Construction Contractor Personnel in/on the other University Real Property, (ii) all claims arising out of any breach or default in the performance of any obligation on the part of the Construction Contractor to be performed under a Construction Contract, (iii) all vandalism and property damage caused to any University Property by the Construction Contractor and the Construction Contractor Personnel, (iv) violations of all Laws, including but not limited to the Missouri Child Abuse Laws and Title IX of the Education Amendments of 1972, (v) the University’s removal of any Construction Contractor’s Personal Property that is not removed from the University Real Property by the Construction Contractor on or before the Construction Contract termination date, and (vi) all costs, attorneys’ fees, expenses and liabilities incurred in connection with any claim or any action or proceeding brought by the University on any such claim.
Sample 1
University Indemnification. University shall defend, indemnify, and hold Sponsor, its officers, employees, and agents harmless from and against any and all liability, loss, expense (including reasonable attorney's fees), or claims for injury or damages arising out of its performance of this Agreement, but only in proportion to and to the extent such liability, loss, expense, attorney's fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of University, its officers, agents, or employees.
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Related to University Indemnification

  • Liability Indemnification Controlled Affiliate and Plan hereby agree to save, defend, indemnify and hold BCBSA harmless from and against all claims, damages, liabilities and costs of every kind, nature and description (except those arising solely as a result of BCBSA's negligence) that may arise as a result of or related to Controlled Affiliate's rendering of services under the Licensed Marks and Name.

  • Third Party Indemnification The Company hereby acknowledges that Indemnitee has or may from time to time obtain certain rights to indemnification, advancement of expenses and/or insurance provided by one or more third parties (collectively, the “Third-Party Indemnitors”). The Company hereby agrees that it is the indemnitor of first resort (i.e., its obligations to Indemnitee are primary and any obligation of the Third-Party Indemnitors to advance expenses or to provide indemnification for the same expenses or liabilities incurred by Indemnitee are secondary), and that the Company will not assert that the Indemnitee must seek expense advancement or reimbursement, or indemnification, from any Third-Party Indemnitor before the Company must perform its expense advancement and reimbursement, and indemnification obligations, under this Agreement. No advancement or payment by the Third-Party Indemnitors on behalf of Indemnitee with respect to any claim for which Indemnitee has sought indemnification from the Company shall affect the foregoing. The Third-Party Indemnitors shall be subrogated to the extent of such advancement or payment to all of the rights of recovery which Indemnitee would have had against the Company if the Third-Party Indemnitors had not advanced or paid any amount to or on behalf of Indemnitee. If for any reason a court of competent jurisdiction determines that the Third-Party Indemnitors are not entitled to the subrogation rights described in the preceding sentence, the Third-Party Indemnitors shall have a right of contribution by the Company to the Third-Party Indemnitors with respect to any advance or payment by the Third-Party Indemnitors to or on behalf of the Indemnitee.

  • Company Indemnification The Company agrees to indemnify and hold harmless the Agent, its partners, members, directors, officers, employees and agents and each person, if any, who controls the Agent within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act as follows:

  • Licensee Indemnification Licensee will indemnify, defend, and hold harmless Licensor and its officers, directors, employees, agents, affiliates, and other representatives from and against any and all losses incurred by Licensor due to any third-party actions, claims, or suits should such losses relate to any allegation

  • Insurance and Indemnification Costs of insurance in connection with the general conduct of activities are allowable, provided that the extent and cost of coverage are in accordance with the Grantee’s policy and sound business practice.

  • Defense and Indemnification a. Contractor hereby agrees to defend, indemnify, reimburse and hold harmless City, its appointed and elected officials, agents and employees for, from and against all liabilities, claims, judgments, suits or demands for damages to persons or property arising out of, resulting from, or relating to the work performed under this Agreement (“Claims”), unless such Claims have been specifically determined by the trier of fact to be the sole negligence or willful misconduct of the City. This indemnity shall be interpreted in the broadest possible manner to indemnify City for any acts or omissions of Contractor or its subcontractors either passive or active, irrespective of fault, including City’s concurrent negligence whether active or passive, except for the sole negligence or willful misconduct of City.

  • Insurance Indemnification A. The School agrees to provide the following proof of insurance:

  • Cowen Indemnification Cowen agrees to indemnify and hold harmless the Company and its directors and each officer of the Company that signed the Registration Statement, and each person, if any, who (i) controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act or (ii) is controlled by or is under common control with the Company against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 9(a), as incurred, but only with respect to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendments thereto) or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Agent’s Information.

  • Seller Indemnification Seller will defend and indemnify Trust Depositor, the Trust, the Trustees, any agents of the Trustees and the Noteholders against any and all costs, expenses, losses, damages, claims and liabilities, joint or several, including reasonable fees and expenses of counsel and expenses of litigation arising out of or resulting from (i) this Agreement or the use, ownership or operation of any Motorcycle by Seller or the Servicer or any Affiliate of either, (ii) any representation or warranty or covenant made by Seller in this Agreement being untrue or incorrect (subject to the second sentence of the preamble to Article III of this Agreement above), and (iii) any untrue statement or alleged untrue statement of a material fact contained in the Prospectus or in any amendment thereto or the omission or alleged omission to state therein a material fact necessary to make the statements therein, in light of the circumstances in which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement was made in conformity with information furnished to Trust Depositor by Seller specifically for use therein. Notwithstanding any other provision of this Agreement, the obligation of Seller under this Section 6.01 shall not terminate upon a Service Transfer pursuant to Article VIII of the Sale and Servicing Agreement and shall survive any termination of that agreement or this Agreement.

  • Limitation of Liability; Indemnification (a)None of the Asset Manager, its affiliates, or any of their respective directors, members, stockholders, partners, officers, employees or controlling persons (collectively, “Managing Parties”) shall be liable to the Series or the Company for (i) any act or omission performed or failed to be performed by any Managing Party (other than any criminal wrongdoing) arising from the exercise of such Managing Party’s rights or obligations hereunder, or for any losses, claims, costs, damages, or liabilities arising therefrom, in the absence of criminal wrongdoing, willful misfeasance or gross negligence on the part of such Managing Party, (ii) any tax liability imposed on the Series or the Series #TICKER Asset, or (iii) any losses due to the actions or omissions of the Series or any brokers or other current or former agents or advisers of the Series.

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