Common use of Indemnity Clause in Contracts

Indemnity. Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders (“Indemnitees”) absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors. SPECIFICATION 3

Appears in 1616 contracts

Samples: Registry Agreement, Registry Agreement, Registry Agreement

Indemnity. Escrow Agent shall Registry Operator and ICANN shall, jointly and severally, indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, and stockholders ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, members, and stockholders). Escrow Agent shall likewise indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, contractors, members, and contractors. SPECIFICATION 3 stockholders.

Appears in 6 contracts

Samples: Sponsored TLD Registry Agreement, TLD Registry Agreement, Draft Agreement

Indemnity. Escrow Agent VNDS and ICANN shall jointly and severally indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, employees and stockholders ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitee in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitee hereunder. Escrow Agent shall likewise indemnify VNDS, ICANN, and each of their directors, officers, agents, employees and stockholders ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors employees, officers, agents, employees and contractors. SPECIFICATION 3 or contractors in satisfying Escrow Agent's obligations under this Agreement.

Appears in 4 contracts

Samples: Registry Agreement, Registry Agreement, Registry Agreement

Indemnity. Escrow Agent shall Registry Operator and ICANN shall, jointly and severally, indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, agents and stockholders employees ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, and stockholders). Escrow Agent shall likewise indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents and employees ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, contractors, and contractors. SPECIFICATION 3 stockholders.

Appears in 3 contracts

Samples: Info Agreement, Registry Registrar Agreement, Info Agreement

Indemnity. Escrow Agent shall indemnify and hold harmless Registry Operator Provider and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders (“Indemnitees”) absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors . SPECIFICATION 3 .

Appears in 3 contracts

Samples: Accreditation Agreement, Accreditation Agreement, Accreditation Agreement

Indemnity. Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders (“Indemnitees”) absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors. SPECIFICATION 3 APPENDIX 3 Zone File Access Agreement

Appears in 2 contracts

Samples: Registry Agreement, Coop Registry Agreement

Indemnity. Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders (“Indemnitees”) absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors . SPECIFICATION 3 .

Appears in 2 contracts

Samples: Registry Agreement, Registry Agreement

Indemnity. VGRS and ICANN shall jointly and severally indemnify and --------- hold harmless Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN, and each of their respective its directors, officers, agents, employees, members, employees and stockholders ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitee in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitee hereunder. Escrow Agent shall likewise indemnify VGRS, ICANN, and each of their directors, officers, agents, employees and stockholders ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors employees, officers, agents, employees and contractors. SPECIFICATION 3 or contractors in satisfying Escrow Agent's obligations under this Agreement.

Appears in 2 contracts

Samples: Registry Agreement (Verisign Inc/Ca), Registry Agreement (Verisign Inc/Ca)

Indemnity. Escrow Agent shall Registry Operator and ICANN shall, jointly and severally, indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, agents and stockholders employees ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors). Escrow Agent shall likewise indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents and employees ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, contractors, and contractors. SPECIFICATION 3 stockholders.

Appears in 1 contract

Samples: Biz Agreement

Indemnity. Registry Operator, Sponsor, and ICANN shall, jointly and severally, indemnify and hold harmless Escrow Agent and each of its directors, officers, agents, employees, members, and stockholders (‘Escrow Agent Indemnitees”) absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, members, and stockholders). Escrow Agent shall likewise indemnify and hold harmless Registry Operator Operator, Sponsor, and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders (“Indemnitees”) absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, and contractors . SPECIFICATION 3 , members, and stockholders.

Appears in 1 contract

Samples: Sponsorship Agreement

Indemnity. Escrow Agent VNDS and ICANN shall jointly and severally indemnify and hold harmless Registry Operator Escrow Agent and each of its directors, officers, agents, employees and stockholders (“Escrow Agent Indemnitees”) absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitee in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitee hereunder. Escrow Agent shall likewise indemnify VNDS, ICANN, and each of their respective directors, officers, agents, employees, members, employees and stockholders (“Indemnitees”) absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors employees, officers, agents, employees and contractors. SPECIFICATION 3 or contractors in satisfying Escrow Agent’s obligations under this Agreement.

Appears in 1 contract

Samples: Registry Agreement (Verisign Inc/Ca)

Indemnity. Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN ICANN shall, jointly and severally, indemnify and hold harmless Escrow Agent, and each of their itstheir respective directors, officers, agents, employees, members, and stockholders ( “Indemnitees "Escrow Agent“Indemnitees"”) absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, members, and stockholders). Escrow Agent shall likewise indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys'’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, and contractors . SPECIFICATION 3 , members, and stockholders.

Appears in 1 contract

Samples: TLD Registry Agreement

Indemnity. Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders (“Indemnitees”) absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors. SPECIFICATION 3 RESERVED APPENDIXSPECIFICATION 3 Zone File Access Agreement

Appears in 1 contract

Samples: Coop Sponsored TLD Registry Agreement

Indemnity. Escrow Agent shall Registry Operator and ICANN shall, jointly and severally, indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, employees and stockholders ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the intentional misrepresentation, gross negligence, or willful misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, and stockholders Escrow Agent shall likewise indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees and stockholders ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, contractors, and contractors stockholders. SPECIFICATION 3 In no case will either party be liable for any special or consequential damages.13.

Appears in 1 contract

Samples: Registry Data Escrow Agreement

Indemnity. Escrow Agent shall Registry and ICANN shall, jointly and severally, indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, and stockholders ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, members, and stockholders). Escrow Agent shall likewise indemnify and hold harmless Registry and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, contractors, members, and contractors. SPECIFICATION 3 stockholders.

Appears in 1 contract

Samples: Sponsored TLD Registry Agreement

Indemnity. Registry Operator and ICANN shall, jointly and severally, indemnify and hold harmless Escrow Agent and each of its directors, officers, agents and employees (“Escrow Agent Indemnitees”) absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors). Escrow Agent shall likewise indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, agents and stockholders employees (“Indemnitees”) absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, contractors, and contractors. SPECIFICATION 3 stockholders.

Appears in 1 contract

Samples: Registry Agreement (Neustar Inc)

Indemnity. Escrow Agent shall Registry Operator and ICANN shall, jointly and severally, indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, employees and stockholders ( "Escrow Agent Indemnitees ") absolutely and forever forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with this Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees hereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, and stockholders). Escrow Agent shall likewise indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees and stockholders ("Indemnitees") absolutely and forever, from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees employees, contractors, and contractors. SPECIFICATION 3 stockholders.

Appears in 1 contract

Samples: Registry Agreement (Neustar Inc)

Indemnity. Escrow Agent shall indemnify The Borrower/s, jointly and hold harmless Registry Operator severally, agree and ICANN undertake to indemnify, defend and keep the Lender, its affiliates and each of their respective directors, officers, agents, employees, members attorneys, associates and stockholders agents (“ Indemnitees Indemnified Parties ) absolutely ), fully indemnified and forever harmless, to the fullest extent, from and against all the consequences, including any and all claims, actions, suits, legal proceedings, damages , suits , liabilities, obligations, costs, expenses (including reasonable fees, charges disbursements and other charges of counsel), etc., faced, suffered and / or incurred by any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee of the Indemnified Parties on account of or in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors. SPECIFICATION 3 with:

Appears in 1 contract

Samples: Loan Agreement

Indemnity. Registry Operator shall indemnify and hold harmless Escrow Agent and each of its directors, officers, agents, employees, members, and stockholders (“Escrow Agent Indemnitees”) absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with the Escrow Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees thereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, members, and stockholders). Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders (“Indemnitees”) absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys’ fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors. SPECIFICATION 3

Appears in 1 contract

Samples: Registry Agreement

Indemnity. Escrow Agent Registry Operator shall indemnify and hold harmless Registry Operator and ICANN, Escrow Agent and each of their respective its directors, officers, agents, employees, members, and stockholders ( "Escrow Agent Indemnitees ") absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys ' fees and costs, that may be asserted by a third party against any Escrow Agent Indemnitees in connection with the Escrow Agreement or the performance of Escrow Agent or any Escrow Agent Indemnitees thereunder (with the exception of any claims based on the misrepresentation, negligence, or misconduct of Escrow Agent, its directors, officers, agents, employees, contractors, members, and stockholders). Escrow Agent shall indemnify and hold harmless Registry Operator and ICANN, and each of their respective directors, officers, agents, employees, members, and stockholders ("Indemnitees") absolutely and forever from and against any and all claims, actions, damages, suits, liabilities, obligations, costs, fees, charges, and any other expenses whatsoever, including reasonable attorneys' fees and costs, that may be asserted by a third party against any Indemnitee in connection with the misrepresentation, negligence or misconduct of Escrow Agent, its directors, officers, agents, employees and contractors. SPECIFICATION 3

Appears in 1 contract

Samples: Registry Agreement