Common use of Direct Indemnity Clause in Contracts

Direct Indemnity. 14.1.1 Each Party shall defend, indemnify and hold harmless the other Party from and against all liabilities, losses, damages, and expenses, including reasonable attorneys’ fees and costs, (collectively, the “Liabilities”) resulting from all Third Party claims, suits, actions, terminations or demands (collectively, the “Claims”) that are incurred, relate to or arise out of (a) the breach of any material provision of this Agreement by the indemnifying Party (or the inaccuracy of any representation or warranty made by such Party in this Agreement), or (b) the gross negligence, recklessness or willful misconduct of the indemnifying Party in connection with the performance of its obligations hereunder.

Direct Indemnity. 14.1.1 16.1.1. Each Party shall defend, indemnify and hold harmless harmless, and hereby forever releases and discharges the other Party from and against all claims, demands, liabilities, losses, damages, damages and expenses, including reasonable attorneys’ ' fees and costs, costs (collectively, the “Liabilities”"LIABILITIES") resulting from all Third Party claims, suits, actions, terminations or demands (collectively, the “Claims”) that are incurred, relate to or arise arising out of (ai) the breach of any material provision of this Agreement by the indemnifying Party (or the inaccuracy of any representation or warranty made by such Party in this Agreement), except to the extent such Liabilities resulted from the gross negligence, recklessness or willful misconduct of the other Party; or (bii) the gross negligence, recklessness or willful misconduct of the indemnifying Party in connection with the performance of its obligations hereunderParty.

Direct Indemnity. 14.1.1 16.1.1. Each Party shall defend, indemnify and hold harmless harmless, and hereby forever releases and discharges the other Party from and against all Third Party claims, demands, liabilities, losses, damages, damages and expenses, including reasonable attorneys’ fees and costs, costs (collectively, the “Liabilities”) resulting from all Third Party claims, suits, actions, terminations or demands (collectively, the “Claims”) that are incurred, relate to or arise arising out of (ai) the breach of any material provision of this Agreement by the indemnifying Party (or the inaccuracy of any representation or warranty made by such Party in this Agreement), except to the extent such Liabilities resulted from the gross negligence, recklessness or willful misconduct of the other Party; or (bii) the gross negligence, recklessness or willful misconduct of the indemnifying Party in connection with the performance of its obligations hereunderParty.