INDEMNIFICATION FOR LIABILITY Sample Clauses

INDEMNIFICATION FOR LIABILITY. The Company shall indemnify the Committee, and the employees of the Company to whom the Committee delegates duties under the Plan against any and all claims, losses, damages, expenses and liabilities arising from their responsibilities in connection with the Plan.
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INDEMNIFICATION FOR LIABILITY. The Company shall indemnity the Administrator and the employees of the Company to whom the Administrator delegates duties under the Plan against any and all claims, losses, damages, expenses and liabilities arising from their responsibilities in connection with the Plan, unless the same is determined to be due to gross negligence or willful misconduct.
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INDEMNIFICATION FOR LIABILITY. IX-1 X. ESTABLISHMENT OF FUND..................................................................................X-1 10.1 The Funding Agreement.........................................................................X-1 10.2 Expenses of Fund..............................................................................X-1 10.3 Source of Plan Benefit........................................................................X-1 XI. CONTINUANCE AND AMENDMENT OF THE PLAN.................................................................XI-1 11.1 Continuation of the Plan.....................................................................XI-1 11.2 Distribution of Trust Fund on Termination of Plan and Trust Fund.............................XI-1 11.3 Vesting Upon Permanent Discontinuance of Contributions.......................................XI-1 11.4 Amendment by Employer........................................................................XI-1 11.5 Amendment by Sponsor.........................................................................XI-2 11.6 Amendments Changing Vesting Schedule.........................................................XI-2 11.7 Merger or Consolidation of Plan..............................................................XI-2 XII. MISCELLANEOUS........................................................................................XII-1
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INDEMNIFICATION FOR LIABILITY. The Employer will indemnify the Plan Administrator and those to whom the Plan Administrator has delegated fiduciary duties against any and all claims, losses, damages, expenses and liabilities arising from their responsibilities in connection with the Plan, unless the same are determined to be due to gross negligence or willful misconduct.
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INDEMNIFICATION FOR LIABILITY. This refers to releas- ing manufacturers from claims resulting from unforeseen xxxxx caused by their products. In the case of an urgent need (as in a pandemic), manufacturers are being asked to speed the process of research, development, and provide products before full regulatory approval is ob- tained. The time normally allotted for testing is shorter, and in many cases vaccines currently in EU markets have been approved with shorter timescales for emergency use. Indemnifying manufacturers makes them more likely to get products to market sooner.
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INDEMNIFICATION FOR LIABILITY. Summary table: Indemnification for liability EU- AstraZeneca EU- CureVac EU- Moderna UK- AstraZeneca US- Moderna MS to indemnify AZ for any loss relating to or arising from the use or administration of the Vaccine regardless of where the Vaccine is administered, where the claim is brought, and whether the claim of a Defect originates from the distribution, administration and use, clinical testing or investigation, manufacture (except if not GMP), labelling, formulation, packaging, donation, dispensing, prescribing or licensing of the Vaccine in its jurisdiction. Administration of the Products conducted under the sole responsibility of MS. No warranty from CureVac about the efficacy to prevent COVID 19 or lack of inacceptable side-effects of the vaccine. Obligation of MS to indemnify CureVac and its subcontractors in case of liability incurred, settlements paid and certain costs relating to third party claims. (several provisions redacted). Products used under sole responsibility of MS. MS obligation to indemnify Moderna and its contractors. Indemnification “to be interpreted broadly” for any claim of loss, including Product testing and development - except in cases of willful misconduct, gross negligence, non-compliance with marketing authorisation (MA) specifications or GMP product deficiency. All provisions related to Indemnities are redacted. AZ solely responsible for manufacturing Products in accordance with applicable laws, GMP and marketing authorisation. Product use in the US protected from liability under a declaration issued under PREP Act 42 U.S.C. 247d-6d77. Indemnification refers to absolving manufacturers of liability for claims resulting from unforeseen xxxxx caused by their product, in this case pandemic vaccines. All EU APAs contain such indemnification clauses, which protect companies from the financial risks of liability claims. The EU APAs all indemnify the manufacturer for possible liability claims. However, the clauses in question are heavily redacted which makes it difficult to offer a comparison and detailed commentary. The US-Moderna contract references a US law that regulates issues related to liability78. All provisions related to indemnity were redacted in the UK- AstraZeneca APA. The indemnification clauses in the EU APA’s find their roots in the mandate on vaccine procurement between the Commission and Member States, which reads in Article 6: “Participating Member States acquiring a vaccine shall be responsible for the deployme...
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INDEMNIFICATION FOR LIABILITY. Except for the sole negligence or willful misconduct of City, GRANTEE shall at all times indemnify, protect, defend, and hold harmless City and any and all of its boards, officers, agents, or employees from and against all claims, charges, demands, costs, expenses (including counsel fees), judgments, civil fines and penalties, liabilities or losses of any kind or nature whatsoever which may be sustained or suffered by or secured against the City, its boards, officers, agents, and/or employees by reason of any damage to property, injury to persons, or any action that may arise out of the performance of this Agreement that is caused by any act, omission, or negligence of GRANTEE, its boards, officers, agents, employees, or subconsultants regardless of whether any act, omission, or negligence of City, its officers, agents, or employees contributed thereto provided that (1) if the City contributes to a loss, GRANTEE’s indemnification of the City for the City’s share of the loss shall be limited to One Million Dollars ($1,000,000), (2) notwithstanding the limitation in (1), GRANTEE shall remain responsible for one hundred percent (100%) of any loss attributable to it, and (3) the provisions in (1) and (2) apply on a per-occurrence basis.
Sample 1
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INDEMNIFICATION FOR LIABILITY. Company is solely responsible for any liability arising out of or relating to (a) Company’s Item(s) and Material, and/or (b) any information to which users can link to or otherwise access via Company’s Item(s). Company represents and warrants that (a) its Material complies with ERE Media's standards, (b) it holds the necessary rights to use its Item(s) and Material for the purpose of this Agreement,
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INDEMNIFICATION FOR LIABILITY. CLIENT agrees to not upload post or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable. CLIENT assumes liability for all text content and assumes responsibility for any claims arising there from made against ECR. CLIENT is solely responsible for any legal liability arising out of content used on the site, and/or any material to which users can link through their Profile Page. CLIENT claims content will not violate any criminal laws or rights of any third parties, including, but not limited to, such violations as infringement or misappropriation of any copyright, patent, trademark, trade secret, music, image, or other proprietary property right, false advertising, unfair competition, violation of any anti discrimination law or regulation, or any other right of any person or entity. CLIENT agrees to indemnify ECR, its employees or representatives and to hold them harmless from any and all liabilities, loss, damages, claims, or causes of action, including reasonable legal fees and expenses that may be incurred by ECR arising out of or related to CLIENT's breach of any of the foregoing representations and warranties.
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Related to INDEMNIFICATION FOR LIABILITY

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

  • 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.

  • Indemnification Liability a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, demands, claims, suits, losses, damages, causes of action, fines or judgments, including costs, attorneys’, witnesses’, and expert witnesses’ fees, and expenses incident thereto, relating to, arising out of, or resulting from: (i) the services provided by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel; and (iii) Contractor or Contractor personnel’s failure to comply with or fulfill the obligations established by this Agreement.

  • Exculpation; Indemnification Notwithstanding any other provisions of this Agreement, whether express or implied, or any obligation or duty at law or in equity, neither the Sole Member, nor any officers, directors, stockholders, partners, employees, affiliates, representatives or agents of the Sole Member, or any manager, officer, employee, representative or agent of the Company (individually, a “Covered Person” and, collectively, the “Covered Persons”) shall be liable to the Company or any other person for any act or omission (in relation to the Company, its property or the conduct of its business or affairs, this Agreement, any related document or any transaction or investment contemplated hereby or thereby) taken or omitted by a Covered Person in the reasonable belief that such act or omission is in or is not contrary to the best interests of the Company and is within the scope of authority granted to such Covered Person by the Company, provided such act or omission does not constitute fraud, willful misconduct, bad faith or gross negligence. To the fullest extent permitted by law, the Company shall indemnify and hold harmless each Covered Person from and against any and all civil, criminal, administrative or investigative losses, claims, demands, liabilities, expenses, judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings (“Claims”), in which the Covered Person may be involved, or threatened to be involved, as a party or otherwise, by reason of its management of the affairs of the Company or which relates to or arises out of the Company or its property, business or affairs. A Covered Person shall not be entitled to indemnification under this Section 11 with respect to (i) any Claim with respect to which such Covered Person has engaged in fraud, willful misconduct, bad faith or gross negligence or (ii) any Claim initiated by such Covered Person unless such Claim (or part thereof) (A) was brought to enforce such Covered Person’s rights to indemnification hereunder or (B) was authorized or consented to by the Board or the Sole Member. Expenses incurred by a Covered Person in defending any Claim shall be paid by the Company in advance of the final disposition of such Claim upon receipt by the Company of an undertaking by or on behalf of such Covered Person to repay such amount if it shall be ultimately determined that such Covered Person is not entitled to be indemnified by the Company as authorized by this Section 11.

  • Indemnification and Liability A. Neither the Contractor, OSC, nor the State shall be liable for any delay or failure in performance beyond its control resulting from acts of war, hostility or sabotage; act of God; electrical, internet or telecommunications outage that is not caused by the obligated party; or government restrictions, or other force majeure. The parties shall use reasonable efforts to eliminate or minimize the effect of such force majeure events upon performance of their respective duties under this Agreement. If such event continues for more than 90 days, either party may terminate all or any agreed upon portion of the Agreement immediately upon written notice. This section does not excuse either party’s obligation to take reasonable steps to follow its normal disaster recovery procedures, or OSC’s obligation to pay for Services provided by the Contractor which have been approved by OSC.

  • Liability Exculpation and Indemnification Liability. Except as otherwise provided by the Act, all debts, obligations and liabilities of the Company (including, without limitation, under a judgment, decree or order of a court), whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the Company, and no Covered Person shall be obligated personally for any such debt, obligation or liability of the Company solely by reason of being a Covered Person. Exculpation. No Covered Person shall be liable to the Company or any other Covered Person for any loss, damage or claim incurred by reason of any act or omission performed or omitted by such Covered Person in good faith on behalf of the Company and in a manner believed to be within the scope of authority conferred on such Covered Person by this Agreement, except that a Covered Person shall be liable for any such loss, damage or claim incurred by reason of such Covered Person’s gross negligence, willful misconduct or willful breach of this Agreement.

  • 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.

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