Indemnification of Tenant. Landlord shall indemnify and hold harmless Tenant from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses imposed upon or incurred by or asserted against Tenant as a result of the gross negligence or willful misconduct of Landlord.
Indemnification of Tenant. If the Operating Agreement is in effect, Landlord will defend, indemnify and hold Tenant harmless from and against any claims, losses, expenses, costs, suits, actions, proceedings, damages, demands or liabilities (including, without limitation, engineers' and attorneys' fees and expenses, and costs of litigation) that are asserted against or sustained or incurred by Tenant pursuant to Section 19.19.B of the Operating Agreement and arising under or in connection with (i) Landlord's breach hereunder, or (ii) the Tenant's performance or failure to perform any acts in good faith reliance on the written instruction of the Expert or Landlord to the extent that such claim exceeds the insurance proceeds (including Insurance Retentions) which are available to pay such claim; provided, however, that any such action or claim shall not have arisen by reason of any matter for which Tenant is responsible for providing indemnification to Landlord pursuant to Section 9.4 hereof.
Indemnification of Tenant. (i) LANDLORD AGREES TO DEFEND, PAY, PROTECT, INDEMNIFY, SAVE AND HOLD HARMLESS TENANT, ANY TENANT LENDER, AND THEIR RESPECTIVE MEMBERS AND ITS AND THEIR RESPECTIVE MEMBERS, MANAGERS, OFFICERS, EMPLOYEES. DIRECTORS, SHAREHOLDERS AND AGENTS ("TENANT INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITIES LOSSES, DAMAGES, PENALTIES, COSTS, EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES, AND DISBURSEMENTS), CAUSES OF ACTION, SUITS, CLAIMS, DEMANDS OR JUDGMENTS OF ANY NATURE WHATSOEVER, HOWSOEVER CAUSED, ARISING OR ALLEGED TO ARISE FROM ANY BREACH OF THIS LEASE ON THE PART OF THE LANDLORD OR TENANT'S ENFORCEMENT OF THE PROVISIONS OF THIS LEASE, AND ANY INJURY TO OR DEATH OF ANY PERSON OR PERSONS OR ANY LOSS OF OR DAMAGE TO ANY PROPERTY, REAL OR PERSONAL, IN ANY MANNER ARISING FROM OR CONNECTED WITH LANDLORD'S BREACH OF THIS LEASE OR TENANT'S ENFORCEMENT OF THE PROVISIONS OF THIS LEASE OR OCCURRING ON THE PREMISES TO THE EXTENT CAUSED BY THE WILLFUL MISCONDUCT OR NEGLIGENCE OF LANDLORD OR ANY LANDLORD INDEMNITEE. IN CASE ANY ACTION OR PROCEEDING IS BROUGHT AGAINST TENANT, OR TENANT'S INDEMNITEE BY REASON OF ANY SUCH CLAIM AGAINST WHICH LANDLORD HAS AGREED TO DEFEND, PAY, PROTECT, INDEMNIFY, SAVE AND HOLD HARMLESS PURSUANT TO THE PRECEDING SENTENCE, LANDLORD COVENANTS UPON NOTICE FROM TENANT OR TENANT'S INDEMNITEE TO RESIST SUCH ACTION OR PROCEEDING AND DEFEND TENANT AND TENANT'S INDEMNITEE IN SUCH ACTION OR PROCEEDING, WITH THE EXPENSES OF SUCH DEFENSE PAID BY LANDLORD, AND TENANT WILL COOPERATE AND ASSIST IN THE DEFENSE OF SUCH ACTION OR PROCEEDING IF REASONABLY REQUESTED SO TO DO BY LANDLORD.
Indemnification of Tenant. Landlord shall defend, indemnify and hold Tenant harmless from and against any and all claims, demands, liabilities, responsibilities, losses, damages, penalties, fines and/or costs (including reasonable attorney's and consultant fees) made against or incurred by Tenant arising from or relating to the release or presence of Hazardous Materials in, on or under the Premises, or any neighboring property, occurring or existing in connection with the Premises prior to the Commencement Date. Landlord's indemnification obligations created by this Section shall include, without limitation, all costs of (i) site investigation and testing, (ii) clean-up, remediation, removal or restoration work, and (iii) all monitoring activities which are required by any federal, state or local governmental agency.
Indemnification of Tenant. Landlord shall indemnify, defend, protect and hold Tenant harmless of and from any and all loss, liens, liability, claims, causes of action, damage, injury, cost or expense arising out of or in connection with (i) any breach or default by Landlord in the performance of any of its obligations under this Lease, or (ii) Landlord’s gross negligence or willful misconduct, or (iii) any loss or damage to property or injury to person occurring in the public entrances, stairways, corridors, elevators and elevator lobbies, and other public areas in the Building or the other public areas in the Building (except for such loss, damage or injury for which Tenant is obligated to indemnify Landlord under Section 16.2). Xxxxxxxx’s indemnity obligation includes reasonable attorneys’ fees and costs, investigation costs and other reasonable costs and expenses incurred by Xxxxxx. The indemnification contained in this Section 16.3 shall extend to the officers, directors, shareholders, partners, employees, agents and representatives of Tenant.
Indemnification of Tenant. Landlord shall indemnify, defend (by counsel reasonably acceptable to Tenant), protect, and hold harmless Tenant, and each of Tenant's partners, directors, officers, employees, agents, attorney, successors, and assigns, from and against any and all claims, liabilities, penalties, fines, judgements forfeitures, losses, costs or expenses (including attorney fees, consultant fees, and expert fees) for the death of or injury to any person or damages to any property whatsoever, arising from or caused in whole or in part, directly or indirectly, by the presence prior to Tenant's taking of possession of the Premises or the release or discharge by Landlord in, on, under, or about the Premises, the Building, or the Property, of any Hazardous Substances or Landlord's use, analysis, storage, transportation, disposal, release, threatened release, discharge, or generation of Hazardous Substances to, in, on, under, about, or from the Premises, the Building, or the Property, or Landlord's failure to comply with any Hazardous Substances Law. For purposes of the release and indemnity provisions hereof, any acts or omissions of Landlord, or by employees, agents, assignees, contractors, or subcontractors of Landlord or others acting for or on behalf of Landlord (whether or not they are negligent, intentional, willful, or unlawful), shall be strictly attributable to Landlord. Tenant acknowledges having received certain environmental reports from Landlord with respect to the Building, the Premises and the Land as prepared by GZA, Inc. and Environmental Solutions; to the best of Landlord's knowledge, except as disclosed in such environmental reports, there exist no Hazardous Substances in, on or under the Premises or the Land. To the best of Landlord's knowledge there are no material inaccuracies in such reports, but Landlord assumes no responsibility for the accuracy, reliability or completeness of such reports and Tenant assumes all risk in connection with the review and use thereof. Landlord represents to Tenant that the reports as delivered to Tenant are complete and true copies of the documents as received by Landlord. Landlord hereby agrees that if any pre-existing asbestos not already disclosed to Tenant is discovered anywhere in the Building, the Premises or the Land, and if the condition of
Indemnification of Tenant. Landlord agrees to indemnify and hold Tenant free and harmless from and against any and all claims, losses, liabilities, damages and expenses including, without limitation, reasonable attorneys’ fees to the extent caused by Landlord’s negligent, reckless or willful act, omission or misconduct, and whether for bodily injury (including death) or physical damage to tangible personal property by whomsoever asserted. In the event that the indemnified party’s negligent, reckless or willful acts or omissions contributed to cause the injury or damage for which a claim of indemnity is being asserted against the indemnifying party hereunder, the damages and expenses (including, without limitation, reasonable attorneys’ fees) shall be allocated or reallocated, as the case may be, between the indemnified party and the indemnifying party in such proportion as appropriately reflects the relative fault of the parties, their affiliates, subsidiaries, successors and assigns, and their respective officers, directors, shareholders, employees and agents, and the liability of the indemnifying party shall be proportionately reduced.
Indemnification of Tenant. To the fullest extent allowed by Law, Landlord shall indemnify, defend, protect and hold harmless Tenant and Tenant’s Agents from all liability, Damages, causes of action and/or judgments arising howsoever including by reason of any death, bodily injury, personal injury or property damage resulting from (i) any cause or causes whatsoever (except to the extent caused by the willful misconduct or negligence of Tenant) occurring in or about or resulting from an occurrence in or about the Premises during or prior to commencement of the Tenancy Term resulting from the negligence or willful misconduct of Landlord or Landlord’s Agents, or (ii) any breach of this Tenancy Agreement by Landlord. The provisions of this Section 10.2 shall survive the expiration or sooner termination of this Tenancy Agreement. Each of the Parties acknowledges and agrees that as remedy for a breach by the other Party of this Agreement shall be, subject to the requirements of Section 14.1, to bring a claim to recover damages and to seek other appropriate equitable relief, other than termination of this Agreement or Tenant’s right to occupy and use the Premises.
Indemnification of Tenant. Landlord shall defend, indemnify and hold harmless Tenant from any loss, liability, damage, cost and expense arising from the gross negligence or willful misconduct of Landlord, and its employees, agents and contractors with respect to the Premises and of which Landlord had actual notice and reasonable time to cure, but which Landlord has failed to cure.
Indemnification of Tenant. To the fullest extent allowed by Law but subject to Sections 10.2, 11.2 and 11.3 hereof, Landlord shall indemnify, defend, protect and hold harmless Tenant and Tenant’s Agents from all liability, penalties, losses, damages, costs, expenses, causes of action, claims and/or judgments arising by reason of any death, bodily injury, personal injury or property damage resulting from (i) the gross negligence or willful misconduct of Landlord or Landlord’s Agents, or (ii) any breach of this Sublease Agreement by Landlord. The provisions of this Section 11.5 shall survive the expiration or sooner termination of this Sublease Agreement.
