Common use of Use of Employees Clause in Contracts

Use of Employees. EACH PARENT ENTITY AND OPERATING ENTITY ACKNOWLEDGES AND AGREES THAT EACH ADMIN ENTITY MAY UTILIZE SUCH ENTITY’S EMPLOYEES FOR THE PROVISION OF, OR ASSISTING IN PROVIDING, THE SERVICES HEREUNDER. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, IN NO EVENT WILL ANY INDEMNIFIED PARTY HAVE ANY LIABILITY OR BE RESPONSIBLE FOR ANY LOSSES ARISING FROM THE ACTS OR OMISSIONS OF SUCH ENTITY’S EMPLOYEES, REGARDLESS OF THE NEGLIGENCE, GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR FRAUDULENT CONDUCT OF ANY INDEMNIFIED PARTY, AND SUCH ENTITY SHALL INDEMNIFY, DEFEND AND HOLD EACH INDEMNIFIED PARTY HARMLESS FROM ANY LOSSES RESULTING OR ARISING FROM ANY SUCH ACTS OR OMISSIONS. EACH PARENT ENTITY AND OPERATING ENTITY FURTHER ACKNOWLEDGES THAT EACH ADMIN ENTITY WILL HAVE NO RESPONSIBILITY OR LIABILITY FOR FAILURE TO PROVIDE SERVICES TO THE EXTENT SUCH PARENT ENTITY’S OR OPERATING ENTITY’S EMPLOYEES ARE UTILIZED OR FOR ENSURING ANY LEVEL OF SERVICE OR QUALITY FROM ANY OF SUCH ENTITY’S EMPLOYEE, IT BEING UNDERSTOOD THE APPLICABLE PARENT ENTITY OR OPERATING ENTITY SHALL REMAIN RESPONSIBLE FOR ITS EMPLOYEES AND THE QUALITY AND LEVEL OF SERVICE PROVIDED BY SUCH EMPLOYEES.