By Jebbit. Jebbit shall defend Company and its officers, directors and affiliates (collectively, “Company Indemnitees”) from and against any and all claims by any third party arising from (i) infringement or misappropriation of third party U.S. intellectual property rights arising from the provision of the Jebbit Services (excluding any claims arising from combination of the Jebbit Services with any other hardware, software or services) and/or (ii) the gross negligence or willful misconduct of Jebbit, and Jebbit will indemnify and hold harmless the Company Indemnitees from and against any resulting damages, costs and expenses (including reasonable attorneys’ fees) awarded to a third party by an adjudicatory body of competent jurisdiction (“Liabilities”); provided that Jebbit shall have no obligation to indemnify any Company Indemnitee with respect to any Liabilities to the extent such Liabilities arise out of or relate to (A) Company’s breach of any warranty, representation or covenant hereunder; or (B) the gross negligence or willful misconduct of any Company Indemnitee.
Appears in 5 contracts
Samples: Services Agreement, Services Agreement, Services Agreement