Common use of Customer Indemnification Obligations Clause in Contracts

Customer Indemnification Obligations. Customer shall defend, indemnify, and hold harmless NHPA and its employees, officers, directors, agents, affiliates, successors, and permitted assigns (collectively, “NHPA Indemnified Party”), against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorney fees, and the costs of enforcing any right to indemnification under this Agreement and the cost of pursuing any insurance providers (collectively, “Losses”), incurred by NHPA Indemnified Party arising out or resulting from any claim of a third party alleging: (a) material breach by Customer of any representation, warranty, covenant or other obligations set forth in this Agreement or reliance upon any information contained in a Listing; or (b) gross negligence or more culpable act or omission of Customer (including any recklessness or willful misconduct) in connection with the performance of its obligations under this Agreement.