Common use of By Telix Clause in Contracts

By Telix. Telix agrees to indemnify, defend and hold harmless Lilly, its Affiliates, and their respective Representatives (individually and collectively, the “Lxxxx Xxxxxxxxxx(s)”) from and against any Claim against any Lxxxx Xxxxxxxxxx, and all associated Losses, arising out of (a) the gross negligence, willful misconduct, or failure to comply with Applicable Law on the part of Telix or any Telix Indemnitee, (b) the use, Development, Manufacture, Commercialization, handling, storage or other disposition of any Licensed Antibody, Licensed Product, or Transferred Material by or on behalf of Telix or any of its Related Parties, including without limitation any product liability claim, or (c) Telix’s breach of this Agreement; except, in each case, to the extent such Claims or Losses arise out of any Lxxxx Xxxxxxxxxx’s negligence, illegal conduct, willful misconduct, failure to comply with Applicable Law, or breach of this Agreement.