Immunity and Indemnification Sample Clauses

Immunity and Indemnification. The TRUSTEE shall not incur personal liability of any nature in connection with any act or omission, made in good faith, in the administration of this Trust, or in carrying out any directions by the GRANTOR or the DIRECTOR issued in accordance with this AGREEMENT. The TRUSTEE shall be indemnified and saved harmless by the GRANTOR or from the Trust FUND, or both, from and against any personal liability to which the TRUSTEE may be subjected by reason of any act or conduct in its official capacity, including all expenses reasonably incurred in its defense in the event the GRANTOR fails to provide such defense.

Immunity and Indemnification. The Trustee shall not incur personal liability of any nature in connection with any act or omission, made in good faith, in the administration of the Trust, or in the carrying out of any directions by DEC issued in accordance with this Trust Agreement.

Immunity and Indemnification. The Trustee will not incur personal liability of any nature in connection with any act or omission made in good faith in the administration of this Fund, or in carrying out any directions by EGLE issued in accordance with this Trust Agreement. The Trustee will be indemnified and saved harmless by the Grantor, from and against any personal liability to which the Trustee may be subjected by reason of any act or conduct in its official capacity, including all expenses reasonably incurred in its defense.

Immunity and Indemnification. The trustee will not incur personal liability of any nature in connection with any act or omission, made in good faith, in the administration of this trust, or in carrying out any directions by the grantor or the licensing authority issued in accordance with this agreement. The trustee will be indemnified and saved harmless by the grantor or from the trust fund, or both, from and against any personal liability to which the trustee may be subjected by reason of any act or conduct in the trustee’s official capacity, including all expenses reasonably incurred in the trustee’s defense in the event the grantor fails to provide such defense.

Immunity and Indemnification. The Trustee shall not incur any liability of any nature in connection with any act or omission, made in good faith, in the administration of this Agreement, or in carrying out any directions by the Grantor or the DEQ Director issued in accordance with this Agreement. The Trustee shall be indemnified and saved harmless by the Grantor from and against any and all liability to which the Trustee may be subjected by reason of any act or conduct in its official capacity, including all expenses reasonably incurred in its defense in the event the Grantor fails to provide such defense; provided however that the Trustee shall not be entitled to be indemnified for any liability arising from its own gross negligence or willful misconduct or the gross negligence or willful misconduct of its officers, employees or agents.

Immunity and Indemnification. The Escrow Agent shall not incur personal liability of any nature in connection with any acts or omissions, made in good faith, in the administration of this Escrow or in carrying out any directions by HUB or Consultant issued in accordance with this Escrow Agreement. The Escrow Agent shall be indemnified and saved harmless by HUB and Consultant or from the Escrow Funds, or both, from and against any personal liability to which the Escrow Agent may be subject by reason of any alleged or actual act or failure to act in its capacity as Escrow Agent, or which it may incur arising out of or in connection with entering into this Escrow Agreement or carrying out its responsibilities hereunder, including costs and expenses of successfully defending the Escrow Agent against any claims of liability with respect thereto, otherwise than as a result of its gross negligence, willful misconduct or material breach of this Escrow Agreement. In addition, HUB and Consultant hereby covenant and agree not to ▇▇▇ the Escrow Agent for any liability arising out of any alleged or actual act or failure to act in its capacity as Escrow Agent (excluding gross negligence, willful misconduct or material breach of this Escrow Agreement). Should any controversy arise between or among the Escrow Agent and any other party hereto with respect to (i) this Escrow Agreement, or (ii) any rights to payment, application or delivery of the Escrow Funds, or any part thereof, and a substitute escrow agent is not appointed pursuant to Section 9 hereof, the Escrow Agent shall have the right to institute a ▇▇▇▇ of interpleader or any other appropriate judicial proceeding in any court of competent jurisdiction to determine the rights of the parties. Should a ▇▇▇▇ of interpleader or other judicial proceeding be instituted, or should the Escrow Agent be involved in any manner whatsoever on account of this Escrow Agreement, the non-prevailing party or parties shall pay the Escrow Agent its reasonable attorney fees and any other disbursements, expenses, losses, costs or cash damages in connection with or resulting from such litigation.

Immunity and Indemnification. The Escrow Agent will not incur personal liability of any nature in connection with any act or omission, made in good faith, in the administration of this Escrow Account, or in carrying out any directions by the Beneficiary issued in accordance with this Agreement. Grantor shall indemnify and hold harmless Escrow Agent and Beneficiary from and against any and all liabilities, losses, damages, penalties, actions, judgments, suits, claims, costs, expenses and disbursements of any kind or nature whatsoever including, without limitation, the reasonable fees and disbursements of counsel for Escrow Agent or Beneficiary in connection with any investigative, administrative, or judicial proceeding which may be imposed on, incurred by or assessed against Escrow Agent or Beneficiary at any time in connection with their performance hereunder, or in any way relating to or arising out of this Agreement or any of the transactions contemplated herein. Neither the Escrow Agent nor the Beneficiary shall have the right to be indemnified hereunder for its sole negligence or willful misconduct.

Immunity and Indemnification. The Escrow Agent will not incur personal liability of any nature in connection with any act or omission made in good faith in the administration of this Fund, or in carrying out any directions by EGLE issued in accordance with this Escrow Agreement. The Escrow Agent will be indemnified and saved harmless by the Grantor, from and against any personal liability to which the Escrow Agent may be subjected by reason of any act or conduct in its official capacity, including all expenses reasonably incurred in its defense.

Immunity and Indemnification. The Trustee will not incur personal liability of any nature in connection with any act or omission, made in good faith, in the administration of this Perpetual Care Fund, or in carrying out any directions by the Beneficiary issued in accordance with this Agreement. Grantor shall indemnify and hold harmless the Trustee and Beneficiary from and against any and all liabilities, losses, damages, penalties, actions, judgments, suits, claims, costs, expenses and disbursements of any kind or nature whatsoever including, without limitation, the reasonable fees and disbursements of counsel for the Trustee or Beneficiary in connection with any investigative, administrative, or judicial proceeding which may be imposed on, incurred by or assessed against the Trustee or Beneficiary at any time in connection with their performance hereunder, or in any way relating to or arising out of this Agreement or any of the transactions contemplated herein. Neither the Trustee nor the Beneficiary shall have the right to be indemnified hereunder for its sole negligence or willful misconduct.