Common use of Blackboard Indemnification Clause in Contracts

Blackboard Indemnification. Blackboard shall indemnify and hold harmless TIPS against any and all liabilities, claims, demands, damages (including reasonable attorneys’ fees and costs) arising out of or resulting from the infringement or violation of any third party’s trade secrets, proprietary information, trademarks, copyright, or patent rights in connection with Blackboard’s performance of the services and TIPS’s or any Customer’s use of Blackboard Solutions or Legacy Products in accordance with the this Agreement or the applicable Blackboard End-User Documents, provided that Blackboard shall have no indemnity obligation with respect to any infringement or violation of such third-party rights to the extent caused by (i) any modification of the Blackboard Solutions or Legacy Products made by or for TIPS or a Customer (other than by Blackboard), (ii) any use of the Blackboard Solutions or Legacy Products in combination with items not furnished, specified or reasonably anticipated by Blackboard or contemplated by this Agreement or an applicable Blackboard End-User Documents, (iii) a breach of this Agreement or any applicable Blackboard End-User Document, (iv) the failure of TIPS or a Customer to use corrections or modifications provided by Blackboard, or (v) third party software.

Blackboard Indemnification. Blackboard shall indemnify and hold harmless TIPS against any and all liabilities, claims, demands, damages (including reasonable attorneys’ ' fees and costs) arising out of or resulting from the infringement or violation of any third party’s 's trade secrets, proprietary information, trademarks, copyright, or patent rights in connection with Blackboard’s 's performance of the services and TIPS’s 's or any Customer’s 's use of Blackboard Solutions or Legacy Products in accordance with the this Agreement or the applicable Blackboard End-User Documents, provided that Blackboard shall have no indemnity obligation with respect to any infringement or violation of such third-party rights to the extent caused by (i) any modification of the Blackboard Solutions or Legacy Products made by or for TIPS or a Customer (other than by Blackboard), (ii) any use of the Blackboard Solutions or Legacy Products in combination with items not furnished, specified or reasonably anticipated by Blackboard or contemplated by this Agreement or an applicable Blackboard End-User Documents, (iii) a breach of this Agreement or any applicable Blackboard End-User Document, (iv) the failure thefailure of TIPS or a Customer to use corrections or modifications provided by Blackboard, or (v) third party software.

Blackboard Indemnification. Blackboard shall indemnify and hold harmless TIPS against any and all liabilities, claims, demands, damages (including reasonable attorneys’ fees and costs) arising out of or resulting from the infringement or violation of any third party’s trade secrets, proprietary information, trademarks, copyright, or patent rights in connection with Blackboard’s performance of the services and TIPS’s or any Customer’s use of Blackboard Solutions or Legacy Products in accordance with the this Agreement or the applicable Blackboard End-User Documents, provided that Blackboard shall have no indemnity obligation with respect to any infringement or violation of such third-party rights to the extent caused by (i) any modification of the Blackboard Solutions or Legacy Products made by or for TIPS or a Customer (other than by Blackboard), (ii) any use of the Blackboard Solutions or Legacy Products in combination with items not furnished, specified or reasonably anticipated by Blackboard or contemplated by this Agreement or an applicable Blackboard End-User Documents, (iii) a breach of this Agreement or any applicable Blackboard End-User Document, (iv) the failure thefailure of TIPS or a Customer to use corrections or modifications provided by Blackboard, or (v) third party software.