Indemnification 12 Sample Clauses

Indemnification 12. 1 Subject to the provisions of Articles XIII and XVIII, QWEST hereby releases and agrees to indemnify, defend, protect and hold harmless GTE and its employees, officers and directors, from and against, and assumes liability for: (a) Any injury, loss or damage to any person (including GTE), tangible property or facilities of any person or entity (including reasonable attorneys' fees and costs) to the extent arising out of or resulting from the acts or omissions, negligent or otherwise, of QWEST, its officers, employees, servants, affiliates, agents, contractors, licensees, invitees or vendors arising out of or in connection with a default (other than a default caused by a failure of GTE to perform or comply with its obligations hereunder) by QWEST in the performance of its obligations or breach of its representations under this Agreement (including, without limitation, any default by QWEST in the performance of its obligations under Article X with respect to the Underlying Rights and under Article XI with respect to its use of the QWEST System); and (b) Any claims, liabilities or damages, including reasonable attorneys' fees and costs, arising out of any violation by QWEST of any regulation, rule, statute or court order of any local, state or federal governmental agency, court or body in connection with the performance of its obligations under this Agreement. 12.2 Subject to the provisions of Articles XIII and XVIII, GTE hereby releases and agrees to indemnify, defend, protect and hold harmless QWEST, and its employees, officers and directors, from and against, and assumes liability for: (a) Any injury, loss or damage to any person (including QWEST), tangible property or facilities of any person or entity (including reasonable attorneys' fees and costs) to the extent arising out of or resulting from the acts or omissions, negligent or otherwise, of GTE, its officers, employees, servants, affiliates, agents, contractors, licensees, invitees or vendors arising out of or in connection with a default (other than a default caused by a failure of QWEST to perform or comply with its obligations hereunder) by GTE in the performance of its obligations or breach of its representations under this Agreement (including, without limitation, any default by GTE in the performance of its obligations under Article XI with respect to its use of the QWEST System); and (b) Any claims, liabilities or damages, including reasonable attorneys' fees and costs, arising out of any vio...
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Indemnification 12. Section 6.1 Survival of Representations and Warranties and Covenants 12 Section 6.2 Obligation to Indemnify 13 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
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Indemnification 12. 1 Subject to the provisions of Articles XIII and XVIII, QWEST hereby releases and agrees to indemnify, defend, protect and hold harmless FRONTIER and its employees, officers and directors, from and against, and assumes liability for:
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Indemnification 12. Section 8.1 Trustees, Officers, etc. 12
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Indemnification 12. .1 In accordance with the SPONSOR’S standard practice, the SPONSOR shall indemnify and hold harmless the INSTITUTION and all staff members working under the INSTITUTION’S direction, including without limitation the INVESTIGATOR, in the conduct of the STUDY, from and against claims for damages and liabilities imposed by law for adverse drug experiences resulting in bodily injury to the ENROLLED SUBJECTS caused directly by the administration of STUDY DRUG(s). 12.2 The SPONSOR’S obligation of indemnification is further contingent upon the following: (a) the terms of the PROTOCOL or any written instruction relative to the administration of the STUDY DRUG(s) are strictly adhered to; (b) the INSTITUTION and/or INVESTIGATOR used reasonable medical judgement in the administration, or in the control of the administration of the STUDY DRUG(s); (c) the INSTITUTION and/or INVESTIGATOR complying with applicable national, state and local laws, and has conducted the STUDY in accordance with EU regulations and the latest applicable ICH-GCP; (d) the damage is not attributable to the negligent act, omission or wilful misconduct or breach of statutory duty on the part of the INSTITUTION, its staff members and/or INVESTIGATOR involved in the STUDY; obhajobu proti danému nároku (včetně jednání o narovnání). ZDRAVOTNICKÉ ZAŘÍZENÍ a ZKOUŠEJÍCÍ jsou povinni poskytnout ZADAVATELI v plném rozsahu součinnost při obhajobě proti danému nároku, zejména pak umožnit ZADAVATELI úplný přístup ke všem příslušným záznamům. Žádným zde uvedeným ustanovením není dotčeno právo ZDRAVOTNICKÉHO ZAŘÍZENÍ ani ZKOUŠEJÍCÍHO sjednat si na vlastní náklady své vlastní právní zastoupení. 12. ODŠKODNĚNÍ 12.1 V souladu se standardní praxí ZADAVATELE se ZADAVATEL zavazuje odškodnit a bránit INSTITUCI a všechny členy personálu pracující pod vedením INSTITUCE, včetně ŘEŠITELE bez omezení, při provádění STUDIE za a před nároky na náhradu škody a z odpovědnosti stanovené zákonem kvůli nepříznivým zážitkům s léky s následnou tělesnou újmou u ZAŘAZENÝCH SUBJEKTŮ způsobených přímo podáváním STUDOVANÉHO LÉKU(Ů). 12.2 Závazek ZADAVATELE k odškodnění xx xxxx závislý na následujícím: (a) podmínky PROTOKOLU nebo jakékoliv písemné pokyny ohledně podávání STUDOVANÉHO LÉKU(Ů) musí být přísně dodržovány; (b) INSTITUCE a/nebo ŘEŠITEL použili přiměřené lékařské posouzení při podávání nebo řízení podávání STUDOVANÉHO LÉKU(Ů); (c) INSTITUCE a/nebo ŘEŠITEL jsou v souladu s příslušnými státními, regionálními a místními zákony a pr...
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Indemnification 12. .1 Consultant herein agrees to indemnify and hold harmless the City, and its officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Consultant and other persons employed or utilized by the Consultant in the performance of the Agreement. This Article 12, and Consultant's indemnification contained herein, shall survive the termination and expiration of the Agreement. ARTICLE 13.
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Indemnification 12 
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Related to Indemnification 12

  • Indemnification Etc 55 9.1 Survival of Representations, Etc.............................................................. 55 9.2

  • Indemnification - General The Company shall indemnify, and advance Expenses (as hereinafter defined) to, Indemnitee (a) as provided in this Agreement and (b) to the fullest extent permitted by applicable law in effect on the date hereof and as amended from time to time. The rights of Indemnitee provided under the preceding sentence shall include, but shall not be limited to, the rights set forth in the other Sections of this Agreement.

  • Indemnification; Exculpation Borrower shall pay and protect, defend and indemnify Lender and Lender’s employees, officers, directors, shareholders, affiliates, correspondents, agents and representatives (other than Lender, collectively “Agents”) against, and hold Lender and each such Agent harmless from, all claims, actions, proceedings, liabilities, damages, losses, expenses (including, without limitation, attorneys’ fees and costs) and other amounts incurred by Lender and each such Agent, arising from (i) the matters contemplated by this Agreement or any other Loan Documents, (ii) any dispute between Borrower and a third party, or (iii) any contention that Borrower has failed to comply with any law, rule, regulation, order or directive applicable to Borrower’s business; provided, however, that this indemnification shall not apply to any of the foregoing incurred solely as the result of Lender’s or any Agent’s gross negligence or willful misconduct. This indemnification shall survive the payment and satisfaction of all of Borrower’s Obligations to Lender.

  • MLV Indemnification MLV agrees to indemnify and hold harmless the Company and its directors and each officer of the Company who 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 11(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 in any related Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with information relating to MLV and furnished to the Company in writing by MLV expressly for use therein.

  • Indemnification Matters The Company hereby acknowledges that one (1) or more of the directors nominated to serve on the Board of Directors by the Investors (each a “Fund Director”) may have certain rights to indemnification, advancement of expenses and/or insurance provided by one or more of the Investors and certain of their affiliates (collectively, the “Fund Indemnitors”). The Company hereby agrees (a) that it is the indemnitor of first resort (i.e., its obligations to any such Fund Director are primary and any obligation of the Fund Indemnitors to advance expenses or to provide indemnification for the same expenses or liabilities incurred by such Fund Director are secondary), (b) that it shall be required to advance the full amount of expenses incurred by such Fund Director and shall be liable for the full amount of all expenses, judgments, penalties, fines and amounts paid in settlement by or on behalf of any such Fund Director to the extent legally permitted and as required by the Company’s Certificate of Incorporation or Bylaws of the Company (or any agreement between the Company and such Fund Director), without regard to any rights such Fund Director may have against the Fund Indemnitors, and, (c) that it irrevocably waives, relinquishes and releases the Fund Indemnitors from any and all claims against the Fund Indemnitors for contribution, subrogation or any other recovery of any kind in respect thereof. The Company further agrees that no advancement or payment by the Fund Indemnitors on behalf of any such Fund Director with respect to any claim for which such Fund Director has sought indemnification from the Company shall affect the foregoing and the Fund Indemnitors shall have a right of contribution and/or be subrogated to the extent of such advancement or payment to all of the rights of recovery of such Fund Director against the Company.

  • Indemnification and Advancement of Expenses Subject to the exceptions and limitations contained in this Section 9.5, every person who is, or has been, a Trustee, officer, or employee of the Trust, including persons who serve at the request of the Trust as directors, trustees, officers, employees or agents of another organization in which the Trust has an interest as a shareholder, creditor or otherwise (hereinafter referred to as a "Covered Person"), shall be indemnified by the Trust or the applicable Series to the fullest extent permitted by law against liability and against all expenses reasonably incurred or paid by him in connection with any claim, action, suit or proceeding in which he becomes involved as a party or otherwise by virtue of his being or having been such a Trustee, director, officer, employee or agent and against amounts paid or incurred by him in settlement thereof. No indemnification shall be provided hereunder to a Covered Person to the extent such indemnification is prohibited by applicable federal law. The rights of indemnification herein provided may be insured against by policies maintained by the Trust, shall be severable, shall not affect any other rights to which any Covered Person may now or hereafter be entitled, shall continue as to a person who has ceased to be such a Covered Person and shall inure to the benefit of the heirs, executors and administrators of such a person. Subject to applicable federal law, expenses of preparation and presentation of a defense to any claim, action, suit or proceeding subject to a claim for indemnification under this Section 9.5 shall be advanced by the Trust or the applicable Series prior to final disposition thereof upon receipt of an undertaking by or on behalf of the recipient to repay such amount if it is ultimately determined that he is not entitled to indemnification under this Section 9.5. To the extent that any determination is required to be made as to whether a Covered Person engaged in conduct for which indemnification is not provided as described herein, or as to whether there is reason to believe that a Covered Person ultimately will be found entitled to indemnification, the Person or Persons making the determination shall afford the Covered Person a rebuttable presumption that the Covered Person has not engaged in such conduct and that there is reason to believe that the Covered Person ultimately will be found entitled to indemnification.

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