BT Indemnity Sample Clauses

BT Indemnity. BT agrees to indemnify and hold harmless AB, its agents, employees, successors, and assigns from and against all Losses resulting from third party actions, suits or proceedings resulting from or arising out of (i) a material breach by BT of its obligations, warranties and covenants set forth in this Agreement; (ii) defects or negligence in the design, development, formatting or manufacturing of any System Component supplied to AB hereunder; (iii) the possession, use, sale or manufacture of System Components by or for BT, to the extent not subject to BT’s indemnification obligations and not caused by AB or resulting from AB’s failure to comply with its obligations, warranties and covenants herein; (iv) the gross negligence or willful misfeasance of BT; or (v) the failure of BT to comply with all applicable law, rules and regulations applicable to or in connection with the performance of its obligations hereunder. In addition, BT shall indemnify, hold harmless and defend AB from any Losses resulting from a claim that making, using or selling of System Components supplied by BT under this Agreement infringes or misappropriates any intellectual property rights of Third Parties.