RESPONSIBILITY; INDEMNIFICATION Sample Clauses

RESPONSIBILITY; INDEMNIFICATION. (a) THE ARBOR FOUNDATION AGREES TO ASSUME AND DOES HEREBY ASSUME ALL RESPONSIBILITY AND LIABILITY FOR DAMAGES OR INJURIES SUSTAINED BY PERSONS OR PROPERTY, WHETHER REAL OR ASSERTED, BY OR FROM THE PERFORMANCE OF SERVICES PERFORMED AND TO BE PERFORMED HEREUNDER BY THE ARBOR FOUNDATION OR BY ITS OFFICIALS, OFFICERS, EMPLOYEES, OWNERS, MEMBERS, AGENTS, SERVANTS, INVITEES, GUESTS, VOLUNTEERS, CONTRACTORS, SUBCONTRACTORS, OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM OR ANYONE FOR WHOSE ACTS ANY OF THEM MAY BE LIABLE.

RESPONSIBILITY; INDEMNIFICATION. CONSULTANT agrees to indemnify, defend and hold harmless the DISTRICT, and its directors, agents, and employees from and against all claims, losses, damages and liabilities (including reasonable attorneys fees) arising out of any injury to persons or property that may occur, or that may be alleged to have occurred, in the course of the performance of the Agreement to the extent caused by CONSULTANT’s recklessness or willful misconduct; or by CONSULTANT’s negligent provision or omission of services contemplated by this Agreement. This indemnity shall survive the termination of this Agreement.

RESPONSIBILITY; INDEMNIFICATION. The CONTRACTOR shall indemnify, keep and save harmless the CCCTA, and its directors, officers, agents and employees against any and all suits, claims, or actions arising out of any injury to persons or property, including but not limited to damages arising from the infringement of intellectual property rights of third parties, that may occur, or that may be alleged to have occurred, arising from the performance of this Agreement by the CONTRACTOR caused by a negligent act or omission of the CONTRACTOR or its employees, subcontractors or agents. The CONTRACTOR further agrees to defend any and all such actions, suits, or claims and pay all charges of attorneys and all other incurred costs and expenses. If any judgment is rendered against the CCCTA or any of the other individuals enumerated above in any such action, CONTRACTOR shall, at its expense, satisfy and discharge the same. This indemnification shall survive termination or expiration of this Agreement.

RESPONSIBILITY; INDEMNIFICATION. (a) UBL AGREES TO ASSUME AND DOES HEREBY ASSUME ALL RESPONSIBILITY AND LIABILITY FOR DAMAGES OR INJURIES SUSTAINED BY PERSONS OR PROPERTY, WHETHER REAL OR ASSERTED, BY OR FROM THE PERFORMANCE OF SERVICES PERFORMED AND TO BE PERFORMED HEREUNDER BY UBL OR BY ITS OFFICIALS, OFFICERS, EMPLOYEES, OWNERS, MEMBERS, AGENTS, SERVANTS, INVITEES, GUESTS, VOLUNTEERS, CONTRACTORS, SUBCONTRACTORS, OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM OR ANYONE FOR WHOSE ACTS ANY OF THEM MAY BE LIABLE. (b) INDEMNITY OWED BY UBL. UBL covenants and agrees to FULLY DEFEND, INDEMNIFY AND HOLD HARMLESS the Town of Addison, Texas and the elected officials, the officers, employees, representatives, and volunteers of the Town of Addison, Texas, individually or collectively, in both their official and private capacities (the Town of Addison, Texas and the elected officials, the officers, employees, representatives, and volunteers of the Town of Addison, Texas each being an “Addison Person” and collectively the “Addison Persons”), from and against any and all costs, claims, liens, harm, damages, losses, expenses, fees, fines, penalties, proceedings, judgments, actions, demands, causes of action, liability, and suits, of any kind and nature whatsoever made upon any Addison Person, whether directly or indirectly, (the “Claims”), that arise out of, result from, or relate to: (1) the Services as described in Section II of this Contract; (2) representations or warranties by UBL under this Contract; and/or (3) any other act or omission under or in performance of this Contract by UBL, or any owner, officer, director, manager, employee, agent, representative, consultant, contractor, subcontractor, licensee, invitee, patron, guest, customer, or concessionaire of or for UBL, or any other person or entity for whom UBL is legally responsible, and their respective owners, officers, directors, managers, employees, agents, representatives, consultants, contractors, subcontractors, licensees, , invitees, patrons, guests, customers, and concessionaires. SUCH DEFENSE, INDEMNITY AND HOLD HARMLESS SHALL AND DOES INCLUDE CLAIMS ALLEGED OR FOUND TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR GROSS NEGLIGENCE OF ANY ADDISON PERSON, OR CONDUCT BY ANY ADDISON PERSON THAT WOULD GIVE RISE TO STRICT LIABILITY OF ANY KIND. UBL shall promptly advise the City in writing of any claim or demand against any Addison Person or UBL related to or arising out of UBL's activities under this Contract and...

RESPONSIBILITY; INDEMNIFICATION. You assume no responsibility under this Agreement other than to render the services called for hereunder, and specifically you assume no responsibility for investment advice or the investment or reinvestment of the Fund’s assets. You shall not be liable to the Fund for any action taken or omitted to be taken by you in connection with the performance of any of your duties or obligations under this Agreement, and the Fund shall indemnify you and hold you harmless from and against all damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement, provided the Fund has consented to such settlement and had an opportunity to defend the relevant matter at its own expense) incurred by you in or by reason of any pending, threatened or contemplated action, suit, investigation or other proceeding (including an action or suit by or in the right of the Fund or its security holders) arising out of or otherwise based upon any action actually or allegedly taken or omitted to be taken by you in connection with the performance of any of your duties or obligations under this Agreement; provided, however, that nothing contained herein shall protect or be deemed to protect you against or entitle or be deemed to entitle you to indemnification in respect of any liability to the Fund or its security holders to which you would otherwise be subject by reason of (a) willful misfeasance, bad faith or gross negligence in the performance of your duties, (b) your receipt of an improper personal benefit in money, property or service, or (c) in the case of any criminal proceeding, your having reasonable cause to believe the act or omission was unlawful.

RESPONSIBILITY; INDEMNIFICATION. (a) User will be responsible for any loss, claim, damage, liability or expense (including attorneys’ fees) incurred by User or another Authorized User as a result of User or another Authorized User being provided with access to the Site, including (without limitation) the consequences of any misuse or unauthorized use of, or access to, the Site or disclosure of any confidential information by User’s employees, agents or others. FTCI is not obligated to provide insurance coverage for any such loss, claim, damage, liability or expense (including attorneys’ fees). User assumes responsibility for the security of all Site IDs and passwords provided to User and other Authorized Users. (b) User hereby agrees to indemnify FTCI and its vendors for any loss, claim, liability, damage or expense (including attorneys’ fees) (i) incurred by FTCI or any of its vendors as a result of any violation of User’s obligations hereunder by persons who obtain access to the Site through User’s acts or omissions or the acts of omissions of any other Authorized User; or (ii) asserted by any party (including User) against FTCI or any of its vendors for or on account of User’s use of the Site.

RESPONSIBILITY; INDEMNIFICATION. You assume no responsibility under this Agreement other than to render the services called for hereunder, and specifically you assume no responsibility for investment advice or the investment or reinvestment of the Fund's assets. You shall not be liable to the Fund for any action taken or omitted to be taken by you in connection with the performance of any of your duties or obligations under this Agreement, and the Fund shall indemnify you and hold

RESPONSIBILITY; INDEMNIFICATION. To the fullest extent allowed by law, Contractor must indemnify, keep and save harmless District and its directors, officers, agents and employees against any and all suits, claims or actions arising out of any of the following: a. Any injury to persons or property that may occur, or that may be alleged to have occurred, arising from the performance of this Agreement by Contractor caused by a negligent act or omission or willful misconduct of Contractor or its employees, subcontractors or agents and not caused by the District's sole negligence; and b. Any allegation that materials or services provided by Contractor infringe or violate any copyright, trademark, patent, trade secret, or any other intellectual-property or proprietary right of any third party. To the fullest extent allowed by law, Contractor further agrees to defend any and all such actions, suits or claims, with counsel acceptable to District in its sole discretion, and pay all charges of attorneys and all other costs and expenses of defenses as they are incurred. If any judgment is rendered, or settlement reached, against District, or any of the other individuals enumerated above in any such action, Contractor must, at its expense, satisfy and discharge the same. This indemnification will survive termination or expiration of the Agreement.

RESPONSIBILITY; INDEMNIFICATION. CONSULTANT shall, to the fullest extent allowed by law, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless the CITY and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action, losses, damages, costs, or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to (i) the negligence, recklessness, or willful misconduct of CONSULTANT or CONSULTANT 's employees, officers, officials, agents or independent contractors; or (ii) infection of any person by COVID-19 that occurs, or is alleged to occur, during the performance of this agreement. Such losses, damages, and costs shall include reasonable attorneys’ fees of counsel of CITY ’s choice, expert fees and all other costs and fees of litigation. CONSULTANT shall not be obligated under this Agreement to indemnify City to the extent that a judge or jury determine that the damage is caused by the active negligence or willful misconduct of CITY, its agents or employees. To the fullest extent permitted by law, this indemnity shall survive the termination or expiration of this Agreement.