Common use of Cross Indemnification Clause in Contracts

Cross Indemnification. Section 6.1 Licensee shall at all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensor, its directors, officers, employees, agents, representatives and inventors harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensee hereunder, which loss or damage is the result of the action or omission on the part of Licensee, its directors, officers, employees, agents and representatives. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensor, its directors, officers, employees, agents, representatives and inventors shall not be entitled to indemnification for any claim, liability, loss, cost, damage, or expenses to the extent caused by its or their own fraud or willful misconduct. Section 6.2 Licensor shall at all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensee, its directors, officers, employees, agents and representatives harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensor hereunder, which loss or damage is the result of the action or omission on the part of Licensor, its directors, officers, employees, agents, representatives or investors. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensee, its directors, officers, employees, agents and representatives shall not be entitled to indemnification for any claim, liability, loss, cost, damage, or expenses to the extent caused by its or their own fraud or willful misconduct.

Cross Indemnification. Section 6.1 Licensee shall at (a) Tenant agrees to protect, indemnify and save harmless Landlord, from and against any and all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensor, its directors, officers, employees, agents, representatives and inventors harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensee hereunder, which loss or damage is the result of the action or omission on the part of Licensee, its directors, officers, employees, agents and representatives. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensor, its directors, officers, employees, agents, representatives and inventors shall not be entitled to indemnification for any claim, liability, loss, cost, liability, damage and expense including, without limitation, claims, demands, penalties, causes of action, costs and expenses and attorneys' fees imposed upon and incurred by or asserted against Landlord from any cause in, on, or about the Premises, including, without limitation, those relating to the following: (i) Tenant's default in its observance or performance of any of the terms, covenants or conditions of this Lease, (ii) the use or occupancy or manner of use or occupancy of the Premises by Tenant or of any Tenant Parties, (iii) any acts, omissions or negligence of Tenant or any Tenant Parties, in, on or about the Premises or the Project, either prior to, during, or after the expiration of, the Term including, without limitation, any acts, omissions or negligence in the making or performing of any Alterations in or to the Premises, or (iv) for personal injury, including without limitation, bodily injury, death or property damage, occasioned by any use, occupancy, condition, occurrence, omission or expenses negligence referred to in the extent caused preceding clauses. In case any action, suit or proceeding is brought against Landlord by its reason of any such occurrence, Tenant will, at Tenant's expense, resist and defend such action, suit or their own fraud proceeding or willful misconductcause the same to be resisted or defended by counsel reasonably approved by Landlord. Section 6.2 Licensor shall at (b) Landlord agrees to protect, indemnify and save harmless Tenant from and against any and all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensee, its directors, officers, employees, agents and representatives harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensor hereunder, which loss or damage is the result of the action or omission on the part of Licensor, its directors, officers, employees, agents, representatives or investors. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensee, its directors, officers, employees, agents and representatives shall not be entitled to indemnification for any claim, liability, loss, cost, damageliability, damage and expense including, without limitation, claims, demands, penalties, causes of action, costs and expenses and attorneys' fees imposed upon and incurred by or asserted against Tenant that result from the conduct of Landlord or its employees, agents or contractors (the "LANDLORD PARTIES") at, on or about the Project, including, without limitation, those relating to the following: (a) for personal injury, death or property damage arising from the negligence or willful misconduct of Landlord or any Landlord Parties, (b) Landlord's default in its observance or performance of any of the terms, covenants or conditions of this Lease or (c) any acts, omissions or negligence of Landlord or any Landlord Parties, in, on or about the Premises or the Project, either prior to, during, or expenses after the expiration of, the Term including, without limitation, any acts, omissions or negligence in the construction of the Base Building Improvements, the Leasehold Improvement or the making or performing of any repairs or capital improvements in or to the extent caused Premises or the Project. In case any action, suit or proceeding is brought against Tenant by its reason of any such occurrence, Landlord will, at Landlord's expense, resist and defend such action, suit or their own fraud proceeding or willful misconductcause the same to be resisted or defended by counsel reasonably approved by Tenant.

Cross Indemnification. Section 6.1 Licensee shall at (a) Tenant agrees to protect, indemnify and save harmless Landlord, from and against any and all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensor, its directors, officers, employees, agents, representatives and inventors harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensee hereunder, which loss or damage is the result of the action or omission on the part of Licensee, its directors, officers, employees, agents and representatives. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensor, its directors, officers, employees, agents, representatives and inventors shall not be entitled to indemnification for any claim, liability, loss, cost, liability, damage and expense including, without limitation, claims, demands, penalties, causes of action, costs and expenses and attorneys' fees imposed upon and incurred by or asserted against Landlord from any cause in, on, or about the Premises, including, without limitation, those relating to the following: (i) Tenant's default in its observance or performance of any of the terms, covenants or conditions of this Lease, (ii) the use or occupancy or manner of use or occupancy of the Premises by Tenant or of any Tenant Parties, (iii) any acts, omissions or negligence of Tenant or any Tenant Parties, in, on or about the Premises or the Project, either prior to, during, or after the expiration of, the Term including, without limitation, any acts, omissions or negligence in the making or performing of any Alterations in or to the Premises, or (iv) for personal injury, including without limitation, bodily injury, death or property damage, occasioned by any use, occupancy, condition, occurrence, omission or expenses negligence referred to in the extent caused preceding clauses. In case any action, suit or proceeding is brought against Landlord by its reason of any such occurrence, Tenant will, at Tenant's expense, resist and defend such action, suit or their own fraud proceeding or willful misconductcause the same to be resisted or defended by counsel reasonably approved by Landlord. Section 6.2 Licensor shall at (b) Landlord agrees to protect, indemnify and save harmless Tenant from and against any and all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensee, its directors, officers, employees, agents and representatives harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensor hereunder, which loss or damage is the result of the action or omission on the part of Licensor, its directors, officers, employees, agents, representatives or investors. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensee, its directors, officers, employees, agents and representatives shall not be entitled to indemnification for any claim, liability, loss, cost, damageliability, damage and expense including, without limitation, claims, demands, penalties, causes of action, costs and expenses and attorneys' fees imposed upon and incurred by or asserted against Tenant that result from the conduct of Landlord or its employees, agents or contractors (the "Landlord Parties") at, on or about the Project, including, without limitation, those relating to the following: (a) for personal injury, death or property damage arising from the negligence or willful misconduct of Landlord or any Landlord Parties, (b) Landlord's default in its observance or performance of any of the terms, covenants or conditions of this Lease or (c) any acts, omissions or negligence of Landlord or any Landlord Parties, in, on or about the Premises or the Project, either prior to, during, or expenses after the expiration of, the Term including, without limitation, any acts, omissions or negligence in the construction of the Base Building Improvements, the Leasehold Improvement or the making or performing of any repairs or capital improvements in or to the extent caused Premises or the Project. In case any action, suit or proceeding is brought against Tenant by its reason of any such occurrence, Landlord will, at Landlord's expense, resist and defend such action, suit or their own fraud proceeding or willful misconductcause the same to be resisted or defended by counsel reasonably approved by Tenant.

Cross Indemnification. Section 6.1 Licensee shall at (a) Tenant agrees to protect, indemnify and save harmless Landlord, from and against any and all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensor, its directors, officers, employees, agents, representatives and inventors harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensee hereunder, which loss or damage is the result of the action or omission on the part of Licensee, its directors, officers, employees, agents and representatives. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensor, its directors, officers, employees, agents, representatives and inventors shall not be entitled to indemnification for any claim, liability, loss, cost, liability, damage and expense including, without limitation, claims, demands, penalties, causes of action, costs and expenses and attorneys' fees imposed upon and incurred by or asserted against Landlord from any cause in, on, or about the Premises, including, without limitation, those relating to the following: (i) Tenant's default in its observance or performance of any of the terms, covenants or conditions of this Lease, (ii) the use or occupancy or manner of use or occupancy of the Premises by Tenant or of any Tenant Parties, (iii) any acts, omissions or negligence of Tenant or any Tenant Parties, in, on or about the Premises or the Project, either prior to, during, or after the expiration of, the Term including, without limitation, any acts, omissions or negligence in the making or performing of any Alterations in or to the Premises, or (iv) for personal injury, including without limitation, bodily injury, death or property damage, occasioned by any use, occupancy, condition, occurrence, omission or expenses negligence referred to in the extent caused preceding clauses. In case any action, suit or proceeding is brought against Landlord by its reason of any such occurrence, Tenant will, at Tenant's expense, resist and defend such action, suit or their own fraud proceeding or willful misconductcause the same to be resisted or defended by counsel reasonably approved by Landlord. Section 6.2 Licensor shall at (b) Landlord agrees to protect, indemnify and save harmless Tenant from and against any and all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensee, its directors, officers, employees, agents and representatives harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensor hereunder, which loss or damage is the result of the action or omission on the part of Licensor, its directors, officers, employees, agents, representatives or investors. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensee, its directors, officers, employees, agents and representatives shall not be entitled to indemnification for any claim, liability, loss, cost, damageliability, damage and expense including, without limitation, claims, demands, penalties, causes of action, costs and expenses and attorneys' fees imposed upon and incurred by or asserted against Tenant that result from the conduct of Landlord or its employees, agents or contractors (the "Landlord Parties") at the Common Areas, including, without limitation, those relating to the following: (a) for personal injury, death or property damage arising from the negligence or willful misconduct of Landlord or any Landlord Parties, or expenses (b) Landlord's default in its observance or performance of any of the terms, covenants or conditions of this Lease. In case any action, suit or proceeding is brought against Tenant by reason of any such occurrence, Landlord will, at Landlord's expense, resist and defend such action, suit or proceeding or cause the same to the extent caused be resisted or defended by its or their own fraud or willful misconductcounsel reasonably approved by Tenant.

Cross Indemnification. Section 6.1 Licensee shall at all times during the term of this License Agreement and thereafter, indemnify, defend and hold the Licensor, its directors, officers, employees, agents, representatives and inventors harmless against all claims, proceedings, demands and liabilities of any kind whatsoever, including legal expenses and reasonable attorneys' fees, arising out of any loss or damage resulting from the Protector or arising from any obligation of Licensee hereunder, which loss or damage is the result of the action or omission on the part of Licensee, its directors, officers, employees, agents and representatives. The rights and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licensor, its directors, officers, employees, agents, representatives and inventors shall not be entitled to indemnification for any claim, liability, loss, cost, damage, or expenses (a) Except to the extent caused by its or their own fraud the negligence or willful misconduct. Section 6.2 Licensor shall at all times during misconduct of the term party to be indemnified and held harmless, Tenant agrees to indemnify and defend Landlord and each of this License Agreement its constituent partners or members and thereafterthe officers, indemnify, defend and hold the Licensee, its directors, officersshareholders, employees, agents and representatives thereof, or any of them, and the successors and assigns of such parties, against and hold them harmless against from any and all claims, proceedingsPlease Initial Tenant ( ) Landlord ( ) actions, demands losses, costs, liabilities, damages and liabilities of any kind whatsoeverexpenses, including legal expenses and including, without limitation, reasonable attorneys' fees, arising out to the extent resulting from (i) any default by Tenant in the observance or performance of any loss or damage resulting from the Protector or arising from any obligation of Licensor hereunder, which loss or damage is the result of the action terms, covenants and conditions of this Lease on Tenant's part to be observed or omission on performed, (ii) any act, omission, liability or negligence of Tenant or of the part of Licensorcontractors, its directors, officersagents, employees, visitors or invitees of Tenant on the Premises, or (iii) any other occurrence or happening on the Premises. (b) Subject to Paragraph 11.2, except to the extent caused by the negligence or willful misconduct of Tenant or the contractors, agents, representatives servants or investors. The rights employees, or visitors of Tenant, Landlord agrees to indemnify and obligations of this section shall survive termination or expiration of the License Agreement. Notwithstanding the foregoing, each of the Licenseedefend Tenant and hold harmless Tenant, its parents, subsidiaries and sister companies and the officers, directors, officers, employees, agents and representatives shall not be entitled to indemnification for of each of them from any claimand all claims, liabilityactions, losslosses, costcosts, damageliabilities, or expenses damages and expenses, including, without limitation, reasonable attorneys' fees, to the extent caused resulting from (i) any act, omission, liability or negligence of Landlord or of the contractors, agents, servants or employees of Landlord, (ii) any other occurrence or happening in any portion of the Building, other than the Premises, or (iii) any breech by its Landlord of any representation, warranty or their own fraud or willful misconductcovenant contained in the Lease.