Common use of Google Indemnity Clause in Contracts

Google Indemnity. Google will indemnify, defend and hold harmless Provider and its Affiliates and its and their directors, officers, employees, agents, contractors and licensees from and against any and all Losses arising from any third-party claim based upon or otherwise arising out of: (a) Provider’s authorized use of any Google Brand Feature, Google Services, Google’s technology used to provide the Google Services, Advertising Inventory, or any other materials made available by Google to Provider under this Agreement, under U.S. law, infringe upon the trade name, trademark, copyright, trade secret, music synchronization, literary or dramatic right or right of privacy of any claimant or constitutes libel or slander of such claimant; (b) a claim alleging facts that would constitute a breach of Google’s representations, warranties, covenants or obligations under this Agreement; (c) any claim by ASCAP, BMI or SESAC or similar performing rights organization having jurisdiction in the Territories that Google exercised the performance rights in the music contained in the Provider Content without obtaining a valid performance license and/or without payment of a performing rights royalty or licensee fee, if any is required to be paid in connection with the exhibition or distribution of Provider Content hereunder, or as otherwise set forth in Section 8 of this Agreement; and (d) a claim that Google or its Affiliates violated any laws, rules or regulations in connection with its performance of this Agreement.

Google Indemnity. Google will indemnify, defend and hold harmless Provider and its Affiliates and its and their directors, officers, employees, agents, contractors and licensees from and against any and all Losses arising from any third-party claim based upon or otherwise arising out of: (a) Provider’s authorized use of any Google Brand Feature, , Google Services, Google’s technology used to provide the Google Services, Advertising Inventory, or any other materials made available by Google to Provider under this Agreement, under U.S. law, infringe upon the trade name, trademark, copyright, patent, trade secret, music synchronization, literary or dramatic right or right of privacy of any claimant or constitutes libel or slander of such claimant; (b) a claim alleging facts that would constitute a breach of Google’s representations, warranties, covenants or obligations under this Agreement; (c) any claim by ASCAP, BMI or SESAC or similar performing rights organization having jurisdiction in the Territories that Google exercised the performance rights in the music contained in the Provider Content without obtaining a valid performance license and/or without payment of a performing rights royalty or licensee fee, if any is required to be paid in connection with the exhibition or distribution of Provider Content hereunder, or as otherwise set forth in Section 8 of this Agreement; and (d) a claim that Google or its Affiliates violated any laws, rules or regulations in connection with its performance of this Agreement.and