Common use of LIABILITY OF THE OPERATOR Clause in Contracts

LIABILITY OF THE OPERATOR. The Operator shall not be liable for and each Participant (including for the avoidance of doubt the Participant designated as Operator) shall defend, indemnify and hold the Operator, its Affiliates and any of the directors, officers and employees or Agency Personnel of the Operator or its Affiliates (together the “Operator Group”) harmless: (a) (save as provided in clauses 6.2.4(b) and 6.2.4(c) below), to the extent of the indemnifying Participant’s Percentage Interest share from and against any loss, damage or claim by or liability to any person, whether a Participant or not, (including any award of damages and any legal or other costs and expenses incurred in respect of such claim or liability) which arises, whether directly or indirectly, out of the performance, non- performance or misperformance by any member of the Operator Group of any of the duties or obligations of the Operator hereunder [[or when acting on behalf of the Participants under any Associated Agreement]]28, irrespective of negligence and/or breach of duty (whether statutory or otherwise) on the part of any member of the Operator Group, except only for any such loss, damage, claim or liability resulting from or arising out of: (i) the Wilful Misconduct of the Operator; or (ii) the failure of the Operator to obtain or maintain any insurance which it is required to obtain and maintain under clause 8.1.1, except where the Operator has used all reasonable endeavours to obtain or maintain any such insurance but has been unable to do so and has promptly notified the Participants participating or proposing to participate therein; (b) from and against any Consequential Loss which such Participant may suffer or incur arising, directly or indirectly, out of the performance, non- performance or misperformance by any member of the Operator Group of any of the duties or obligations of the Operator hereunder [[or when acting on behalf of the Participants under any Associated Agreement]]29 even in the event of the negligence and/or breach of duty (whether statutory or 28 These words should be deleted if the option to include Associated Agreements within the scope of the agreement at 3.1.3 has not been taken up. 29 See previous footnote regarding Associated Agreements. otherwise) and/or Wilful Misconduct of the Operator; and (c) from and against: (i) any elements of Environmental Loss which such Participant may suffer or incur; and (ii) to the extent of the indemnifying Participant’s Percentage Interest share, any elements of Environmental Loss suffered or incurred by any member of the Operator Group (acting in such capacity) in either case arising, directly or indirectly, out of the performance, non- performance or misperformance by any member of the Operator Group of any of the duties or obligations of the Operator hereunder [[or when acting on behalf of the Participants under any Associated Agreement]]30 even in the event of the negligence and/or breach of duty (whether statutory or otherwise) and/or Wilful Misconduct of the Operator.

LIABILITY OF THE OPERATOR. The Operator shall not be liable for and each Participant (including for the avoidance of doubt the Participant designated as Operator) shall defend, indemnify and hold the Operator, its Affiliates and any of the directors, officers and employees or Agency Personnel of the Operator or its Affiliates (together the “Operator Group”) harmless: : (a) (save as provided in clauses 6.2.4(b) and 6.2.4(c) below), to the extent of the indemnifying Participant’s Percentage Interest share from and against any loss, damage or claim by or liability to any person, whether a Participant or not, (including any award of damages and any legal or other costs and expenses incurred in respect of such claim or liability) which arises, whether directly or indirectly, out of the performance, non- non-performance or misperformance by any member of the Operator Group of any of the its duties or obligations of the as Operator hereunder [[or when acting on behalf of the Participants under any Associated Agreement]]28Agreement, irrespective of negligence and/or breach of duty (whether statutory or otherwise) on the part of any member of the Operator GroupOperator, except only for any such loss, damage, claim or liability resulting from or arising out of: : (i) the Wilful Misconduct of the Operator; or or (ii) the failure of the Operator to obtain or maintain any insurance which it is required to obtain and maintain under clause 8.1.1, except where the Operator has used all reasonable endeavours to obtain or maintain any such insurance but has been unable to do so and has promptly notified the Participants participating or proposing to participate therein; ; (b) from and against any Consequential Loss which such Participant may suffer or incur arising, directly or indirectly, out of the performance, non- non-performance or misperformance by any member of the Operator Group of any of the its duties or obligations of the as Operator hereunder [[or when acting on behalf of the Participants under any Associated Agreement]]29 Agreement even in the event of the negligence and/or breach of duty (whether statutory or 28 These words should be deleted if the option to include Associated Agreements within the scope of the agreement at 3.1.3 has not been taken up. 29 See previous footnote regarding Associated Agreements. otherwise) and/or Wilful Misconduct of the Operator; and (c) from and against: (i) any elements of Environmental Loss which such Participant may suffer or incur; and (ii) to the extent of the indemnifying Participant’s Percentage Interest share, any elements of Environmental Loss suffered or incurred by any member of the Operator Group (acting in such capacity) in either case arising, directly or indirectly, out of the performance, non- performance or misperformance by any member of the Operator Group of any of the duties or obligations of the Operator hereunder [[or when acting on behalf of the Participants under any Associated Agreement]]30 even in the event of the its negligence and/or breach of duty (whether statutory or otherwise) and/or Wilful Misconduct of the OperatorMisconduct.