1. To the fullest extent permitted by law, VENDOR agrees to defend, indemnify and save harmless the ATLANTA PARTY CONNECTION, LLC (APC LLC), and its sureties, insurers, agents, officers, directors, servants and employees, from and against any claim, cost, expense, or liability (including attorneys’ fees), attributable to bodily injury, sickness, disease, or death, or to damage to or destruction of property (including loss of use thereof), caused by, arising out of, resulting from, or occurring in connection with the performance of VENDOR’s activities (and the activities of VENDOR’s privies, agents, servants, employees, clients, and participants), under this Agreement, whether or not caused in part by the active or passive negligence or other fault of a party indemnified hereunder; provided however, VENDOR’s duty hereunder shall not arise if such injury, sickness, disease, death, damage, or destruction is caused by the sole negligence of a party indemnified hereunder.
2. No Personal Liability. The obligations of the APC LLC under this Agreement do not constitute, and shall not be deemed or asserted by VENDOR to constitute, personal obligations of employees of the APC LLC. VENDOR shall have no recourse whatsoever against the employees of the APC LLC, or against any of their personal assets for any liability arising under this Agreement.
3. Authority. Each person executing this Agreement on behalf of a corporation warrants and represents that he or she has been fully authorized to execute this Agreement on behalf of such corporation and that such corporation is bound by the signature of such representative.
4. Entire Agreement. This Agreement sets forth the entire Agreement between the parties hereto and supersedes any and all prior Agreements between the parties hereto pertaining to the subject matter hereof. No party hereto has relied upon any representations except as expressly herein set forth. No change, modification, or waiver of any term or provision of this Agreement will be enforceable unless signed by the party against whom the change, modification, or waiver is sought to be enforced.