Mutual indemnification clause samples

4. Mutual Indemnification. BWE agrees to indemnify and hold BANK harmless from and against all loss or damage, including reasonable attorneys’ fees, costs and expenses incurred by BANK as a result of any claims related to or arising out of BANK’S performance of its duties hereunder, unless such loss or damage shall arise from BANK’S failure to perform its duties under this Agreement with reasonable care. BANK agrees to indemnify and hold BWE harmless from and against all loss or damage, including reasonable attorneys’ fees, costs and expenses incurred by BWE as a result of any claims related to or arising out of BANK’S failure to perform its duties under this Agreement with reasonable care, unless such loss or damage shall arise from the negligent or intentional acts or omissions of BWE. In the foregoing sentence, the words “loss or damage” include, but are not limited to, loss or damage arising directly or indirectly from any actions or omissions of any employee or authorized representative of either party.

5. Mutual Indemnification. Seller agrees to indemnify, defend and hold harmless Purchaser and his insurers, successors, representatives, attorneys and assigns, from and against any and all expenses, losses, costs, deficiencies, liabilities and damages (including related counsel fees and expenses) arising out of or due to (i) a breach of any of the representations, warranties or covenants of Seller contained in this Agreement or (ii) the default in the performance of any of the covenants or agreements made by Seller in this Agreement. Purchaser agrees to indemnify, defend and hold harmless Seller and his insurers, successors, representatives, attorneys and assigns, from and against any and all expenses, losses, costs, deficiencies, liabilities and damages (including related counsel fees and expenses) arising out of or due to (i) a breach of any of the representations, warranties or covenants of Purchaser contained in this Agreement or (ii) the default in the performance of any of the covenants or agreements made by Purchaser in this Agreement.

7.Advisor will act under this agreement as an independent contractor with duties to the Company. Because Advisor will be acting on the Company's behalf in this capacity, it is Ardour's practice to receive and give mutual indemnification. A copy of Ardour's standard indemnification form is attached to this letter agreement, and is incorporated herein. Ardour represents and warrants to the Company that Ardour is a broker-dealer registered with the Financial Industry Regulatory Authority, and has all such other licenses or registrations with such state or foreign governmental or quasi-governmental authorities or agencies as are required in connection with the performance of this agreement by Ardour.

7.Mutual Indemnification. Each Party shall indemnify, defend and hold the other Party harmless from all liabilities, costs and expenses (including, without limitation, attorneys fees) that such Party may suffer, sustain or become subject to as a result any misrepresentation or breach of warranty, covenant or agreement of the indemnifying Party contained herein or the indemnifying Party’s gross negligence or willful misconduct in performance of its obligations under this Agreement.

5.1.Mutual Indemnification. Each Party shall defend, indemnify, and hold harmless the other Party for a breach of its respective representations and warranties in Section 4.1 5.2.Records Provider’s Indemnification. Records Provider shall indemnify, defend, and hold Purinix, and its officers, directors, employees, agents and licensees, harmless from and against all claims, demands, liabilities, causes of action, costs and expenses (including reasonable out-of-pocket attorneys’ fees) arising out of a breach of the representations and warranties contained in Section 4.2 or arising out of or based on Purinix’s use of the Patient Records as permitted by, and subject to, the terms of this Agreement.

5. MUTUAL INDEMNIFICATION. Dealer shall indemnify, defend, and hold harmless Company, its partners, agents and employees, and their respective successors and assigns of, for, from and against any and all claims, losses, damages, liabilities, judgments, penalties, fines and expenses, including, but not limited to, reasonable attorneys’ fees and costs, to the extent resulting from or arising out of (a)any wrongful or negligent act, error, or omission committed by Dealer or its employees, (b)the failure of Dealer to observe and comply with any state or federal law or regulation applicable to the business conducted by Dealer pursuant to this Agreement, and (c)the material breach by Dealer of any of the terms of this Agreement. Company shall indemnify, defend, and hold harmless Dealer, its partners, agents and employees, and their respective successors and assigns of, for, from and against any and all claims, losses, damages, liabilities, judgments, penalties, fines and expenses, including, but not limited to, reasonable attorneys’ fees and costs, to the extent resulting from or arising out of (a)any wrongful or negligent act, error, or omission committed by Company or its employees, (b)the failure of Company to observe and comply with any state or federal law or regulation applicable to the business conducted by Company pursuant to this Agreement, and (c)the material breach by Company of any of the terms of this Agreement.