|
13. Liability and Indemnification.
<br />13.1 For purposes :of this License: (a) `'Indemnitees" means Licensor, Operator and their
<br />respective affiliated companies, partners, successors, assigns, legal representatives,
<br />officers, directors., shareholders, employees, and agents; (b)"Liabilities" means all claims,
<br />liabilities, fines, penalties, costs, damages; losses; liens., causesof action; suits, demands,
<br />judgments, and expenses (including, without limitation, court costs, reasonable attorneys'
<br />fees, costs. of investigation, removal and remediation, and .governmental oversight costs)
<br />environmental or otherwise; and (c) "Licensee Parties" means Licensee and Licensee's .
<br />officers, agents, invitees, licensees, employees, or contractors,. or any party directly or
<br />indirectly employed :by any of them, or any party they control or exercise control over.
<br />13.2 TO THE FULLEST EXTENT PERMITTED BY LAW, LICENSEE SHALL, AND SHALL
<br />CAUSE ITS CONTRACTOR TO, RELEASE, INDEMNIFY, DEFEND AND HOLD
<br />HARMLESS INDEMNITEES FOR, FROM, AND AGAINST ANY AND ALL LIABILITIES
<br />OF ANY NATURE, KIND, OR DESCRIPTION DIRECTLY OR INDIRECTLY ARISING
<br />OUT OF, RESULTING FROM, OR RELATED TO (IN WHOLE OR IN PART):
<br />13.2.1 THIS LICENSE, INCLUDING, WITHOUT LIMITATION, ITS ENVIRONMENTAL
<br />PROVISIONS,
<br />13.2:2 ANY RIGHTS OR INTERESTS GRANTED PURSUANT TO THIS LICENSE,
<br />13.2.3 LICENSEE'S OCCUPATION AND.USE OF THE PREMISES,
<br />1.3:2.4 THE ENVIRONMENTAL CONDITION AND STATUS OF THE PREMISES
<br />CAUSED BY, AGGRAVATED BY, OR CONTRIBUTED 10,1N WHOLE OR IN
<br />PART, BY ANY LICENSEE PARTY, INCLUDING ANY OFF -SITE MIGRATION,
<br />OR
<br />13.2.5 ANY ACT OR OMISSION OF ANY LICENSEE PARTY.
<br />13.3 TO THE FULLEST EXTENT PERMITTED BY LAW, LICENSEE NOW AND FOREVER.
<br />WAIVES AND WILL INDEMNIFY, DEFEND, AND HOLD THE INDEMNITEES
<br />HARMLESS FROM ANY AND ALL CLAIMS. THAT BY VIRTUE OF ENTERING INTO
<br />THIS LICENSE, LICENSOR IS A GENERATOR, OWNER, OPERATOR, ARRANGER,
<br />OR TRANSPORTER FOR THE PURPOSES OF THE COMPREHENSIVE
<br />ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT, AS
<br />AMENDED ("CERCLA" ) OR OTHER ENVIRONMENTAL LAWS tDEFiNED BELOW).
<br />NOTHING IN THIS LICENSE IS MEANT BY EITHER PARTY TO CONSTITUTE A.
<br />WAIVER OF ANY INDEMNITEE'S COMMON CARRIER DEFENSES AND THIS
<br />LICENSE SHOULD NOT BE SO CONSTRUED. IF ANY AGENCY OR COURT
<br />CONSTRUES THIS LICENSE TO BE A WAIVER OF ANY INDEMNITEES COMMON
<br />CARRIER DEFENSES, LICENSEE AGREES TO INDEMNIFY, HOLD HARMLESS, AND
<br />DEFEND INDEMNITEES FOR ANY LIABILITIES RELATED TO THAT CONSTRUCTION
<br />OF THIS LICENSE. IN NO EVENT AS BETWEEN LICENSOR AND LICENSEE AS TO
<br />USE OF THE PREMISES AS CONTEMPLATED BY THIS LICENSE SHALL LICENSOR
<br />BE RESPONSIBLE TO LICENSEE FOR THE ENVIRONMENTAL CONDITION OF THE
<br />PREMISES.
<br />13.4 IF ANY EMPLOYEE OF ANY LICENSEE PARTY ASSERTS THAT HE OR SHE IS AN
<br />EMPLOYEE OF ANY INDEMNITEE, TO THE FULLEST EXTENT" PERMITTED BY LAW,
<br />LICENSEE SHALL, AND SHALL CAUSE ITS CONTRACTOR TO, RELEASE,
<br />INDEMNIFY, DEFEND, AND HOLD THE INDEMNITEES HARMLESS FROM AND
<br />AGAINST ANY LIABILITIES ARISING OUT OF OR RELATED TO, (IN WHOLE OR IN
<br />Farm 424; Rev. 20196916
<br />
|