INDEMNIFICATIONS BY OMC. OMC shall defend, indemnify and hold harmless NHA and each of the individuals that is now (or may in the future become) a member of NHA successors and assigns, and the officers, directors, agents, consultants and employees of any of the foregoing (collectively referred to as the Parties”) from and “Indemnified against any and all claims, causes or action, suits, legal or administrative proceedings, damages, losses liabilities, response costs, costs and expenses (including, without limitation, attorneys’’ and experts witness fees and costs that may be incurred in connection with the enforcement of this paragraph) arising out of, relating to or resulting from: The performance by OMC (or its employees, agents, officers or subcontractors or any persons for whom OMC may be contractually or legally responsible) of the services or other duties or obligations set forth in this agreement (including the SOS and the SOP Manual) or the failure to perform the services in the manner herein required; The failure of OMC (or its employees, agents, officers or subcontractors or any other persons for whom OMC may be contractually or legally responsible) to comply with any applicable law, rule, ordinance, regulation or statue in performing the services or other duties or obligations set forth in this agreement. Any alleged patent or copyright infringement or allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions in performance of the services or other duties or obligations set forth in this agreement; Any act or omission of OMC (or its employees, agents, officers or subcontractors or any persons for whom OMC may be contractually or legally responsible), including, but not limited to, any act or omission that may cause, result in, or contribute to the injury to or death of persons, or the damage to or loss of property; Any shortage of tolls collected in accordance with and to the extent provided in section 8.3, and any theft or conversion of collected toll funds by employees of OMC, or arising out of the negligence of OMC.
INDEMNIFICATIONS BY OMC. OMC shall defend, indemnify and hold harmless NHA and each of the individuals that is now (or may in the future become) a member of NHA successors and assigns, and the officers, directors, agents, consultants and employees of any of the foregoing (collectively referred to as the “Indemnified Parties”) from and against any and all claims, causes or action, suits, legal or administrative proceedings, damages, losses liabilities, response costs, costs and expenses (including, without limitation, attorneys’’ and experts witness fees and costs that may be incurred in connection with the enforcement of this paragraph) arising out of, relating to or resulting from: The performance by OMC (or its employees, agents, officers or subcontractors or any persons for whom OMC may be contractually or legally responsible) of the services or other duties or obligations set forth in this agreement (including the SOS and the SOP Manual) or the failure to perform the services in the manner herein required; The failure of OMC (or its employees, agents, officers or subcontractors or any other persons for whom OMC may be contractually or legally responsible) to comply with any applicable law, rule, ordinance, regulation or statue in performing the services or other duties or obligations set forth in this agreement. Any alleged patent or copyright infringement or allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions in performance of the services or other duties or obligations set forth in this agreement; Any act or omission of OMC (or its employees, agents, officers or subcontractors or any persons for whom OMC may be contractually or legally responsible), including, but not limited to, any act or omission that may cause, result in, or contribute to the injury to or death of persons, or the damage to or loss of property; Any shortage of tolls collected in accordance with and to the extent provided in section 8.3, and any theft or conversion of collected toll funds by employees of OMC, or arising out of the negligence of OMC.
RFP-M-1-20-10-2017.docx