By CSI Sample Clauses

By CSI. CSI hereby represents and warrants that:
Sample 1Sample 2
AutoNDA by SimpleDocs
By CSI. CSI shall indemnify FDMS, its Affiliates and Channels, and its and their directors, officers and employees (the "FDMS Group"), for any claim, loss, damage, expenses, penalty or liability the FDMS Group member sustains or incurs, including reasonable attorneys fees and litigation costs (together, "Loss") as a result of a claim by a third party (i) that CSI or its agent has breached the Program Privacy Policy; (ii) arising out of any products and services provided by CSI or its agents; (iii) related to the CSI Property; and (iv) arising out of a breach of this Agreement by CSI or its agents. CSI's obligation to indemnify the FDMS Group pursuant to the foregoing shall not apply to the extent such claim is due to the breach of this Agreement by any member of the FDMS Group or its agents, or the gross negligence or willful misconduct of any member of the FDMS Group, or its agents. In addition to the foregoing, CSI shall indemnify the FDMS Group for any Loss arising out of CSI's or its agents' use or disclosure of the Transaction Data in any manner not permitted under this Agreement, wherein the information in issue was obtained by the party who wrongfully used or disclosed it, pursuant to, or as a result of, this Agreement.
Sample 1Sample 2
By CSI. CSI shall indemnify the FDMS Group for any Loss that may result by reason of any infringement or claim of infringement of any copyright, patent, trademark, trade secret or other proprietary right of any third party related to the CSI Property, and all software, services and systems provided by CSI and its agents in connection with any Joint Program hereunder.
Sample 1Sample 2
By CSI. Without the prior written consent of CSI, the Seller will at all times comply with the covenants contained in this Article IV, from the date hereof and for so long as any Obligations or the Commitment is outstanding.
Sample 1
By CSI. Any non-public information that CSI may obtain from ------ GlobalTel in connection with this Agreement and the transactions contemplated hereby shall be deemed confidential and, unless and until Closing shall occur, CSI shall not disclose any such information to any third party (other than its directors, officers and employees, and representatives of its advisors and lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby) or use such information to the detriment of GlobalTel; provided that (i) CSI may use and disclose any such information once it has been publicly disclosed (other than by CSI in breach of its obligations under this Section) or which rightfully has come into the possession of CSI (other than from GlobalTel or any Subsidiary), and (ii) to the extent that CSI may become compelled by Legal Requirements to disclose any of such information, CSI may disclose such information if it shall have used all reasonable efforts, and shall have afforded GlobalTel the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed. In the event of termination of this Agreement, CSI shall, and CSI shall cause its advisors to, use all reasonable efforts to cause to be delivered to GlobalTel, and retain no copies of, any documents, work papers and other materials obtained by CSI or on its behalf from GlobalTel, whether so obtained before or after the date of this Agreement.
Sample 1

Related to By CSI

  • By Client Client agrees to indemnify, defend and hold Agency, its officers, directors, employees, agents, attorneys, subsidiaries, affiliated companies, parent companies, representatives, and successors and assigns, harmless from and against all Losses to the extent such Losses arise out of or are primarily related to (i) the negligent or wrongful acts, errors, or omissions of Client or its employees, agents affiliates, assigns or any creditor or prior account holder, or the employees or agents of any of them, in connection with this Agreement, including but not limited to errors or omissions in connection with information furnished by Client to Agency concerning a Referred Account, or (ii) any collection effort by Client or any other collection agency as to a Referred Account.

  • By Licensor Licensor represents and warrants that:

  • By Licensee Licensee shall defend, indemnify, and hold harmless Licensor, the REGENXBIO Licensors, and their respective shareholders, members, officers, trustees, faculty, students, contractors, agents, and employees (individually, a “Licensor Indemnified Party” and, collectively, the “Licensor Indemnified Parties”) from and against any and all Third Party liability, loss, damage, action, claim, fee, cost, or expense (including attorneys’ fees) (individually, a “Third Party Liability” and, collectively, the “Third Party Liabilities”) suffered or incurred by the Licensor Indemnified Parties from claims of such Third Parties that result from or arise out of: [*]; provided, however, that Licensee shall not be liable for claims to the extent based on any breach by Licensor of the representations, warranties, or obligations of this Agreement or the gross negligence or intentional misconduct of any of the Licensor Indemnified Parties. Without limiting the foregoing, Licensee must defend, indemnify, and hold harmless the Licensor Indemnified Parties from and against any Third Party Liabilities resulting from:

  • By Company The Company may terminate the Executive’s employment under this Agreement by giving Notice of Termination to the Executive:

  • By Seller At Closing, Seller shall deliver to Buyer the following:

  • By Each Party Each party represents and warrants to the other party as follows:

  • By Customer Customer agrees that if, in the course of performing the Service(s), it is necessary for Exodus to access Customer Equipment and use Customer Technology, Exodus is hereby granted and shall have a nonexclusive, royalty-free license, during the term of this Agreement, to use the Customer Technology solely for the purposes of delivering the Service(s) to Customer. Exodus shall have no right to use the Customer Technology for any purpose other than providing the Service(s).

  • By Both Parties Each Party hereby represents, warrants and covenants to the other Party as of the Effective Date as follows:

  • By Consultant (i) If the Company breaches this Agreement or fails to make any payments or provide information required hereunder; or,

  • By Either Party Either party may terminate this Agreement for convenience at any time effective after the first (1st) anniversary of the Installation Date by providing ninety (90) days' prior written notice to the other party at any time thereafter.

Time is Money Join Law Insider Premium to draft better contracts faster.