Common use of Indemnification and Assumption of Risk – Vendor Data Clause in Contracts

Indemnification and Assumption of Risk – Vendor Data. XXXXXX AGREES THAT IT IS VOLUNTARILY PROVIDING DATA (INCLUDING BUT NOT LIMITED TO: VENDOR INFORMATION, VENDOR DOCUMENTATION, XXXXXX’S PROPOSALS, VENDOR PRICING SUBMITTED OR PROVIDED TO TIPS, TIPS CONTRACT DOCUMENTS, TIPS CORRESPONDENCE, VENDOR LOGOS AND IMAGES, Vendor’s contact information, Vendor’s brochures and commercial information, Vendor’s financial information, Vendor’s certifications, and any other Vendor information or documentation, including without limitation software and source code utilized by Vendor, submitted to TIPS by Vendor and its agents) (“Vendor Data”) to TIPS. For the sake of clarity, and without limiting the breadth of the indemnity obligations in Section 14 above, Vendor agrees to protect, indemnify, and hold the TIPS Indemnitees harmless from and against any and all losses, claims, actions, demands, allegations, suits, judgments, costs, expenses, fees, including court costs, attorney’s fees, and expert fees and all other liability of any nature whatsoever arising out of or relating to: (i) Any unauthorized, negligent or wrongful use of, or cyber data breach incident and viruses or other corrupting agents involving, Vendor’s Data, pricing, and information, computers, or other hardware or software systems, and; (ii) allegations or claims that any Vendor Data infringes on the intellectual property rights of a third-party or Vendor.

Indemnification and Assumption of Risk – Vendor Data. XXXXXX AGREES THAT IT IS VOLUNTARILY PROVIDING DATA (INCLUDING BUT NOT LIMITED TO: VENDOR INFORMATION, VENDOR DOCUMENTATION, XXXXXX’S PROPOSALS, VENDOR PRICING SUBMITTED OR PROVIDED TO TIPS, TIPS CONTRACT DOCUMENTS, TIPS CORRESPONDENCE, VENDOR LOGOS AND IMAGES, Vendor’s contact information, Vendor’s brochures and commercial information, Vendor’s financial information, Vendor’s certifications, and any other Vendor information or documentation, including without limitation software and source code utilized by Vendor, submitted to TIPS by Vendor and its agents) (“Vendor Data”) to TIPS. For the sake of clarity, and without limiting the breadth of the indemnity obligations in Section 14 above, Vendor Xxxxxx agrees to protect, indemnify, and hold the TIPS Indemnitees harmless from and against any and all losses, claims, actions, demands, allegations, suits, judgments, costs, expenses, fees, including court costs, attorney’s fees, and expert fees and all other liability of any nature whatsoever arising out of or relating to: (i) Any unauthorized, negligent or wrongful use of, or cyber data breach incident and viruses or other corrupting agents involving, Vendor’s Data, pricing, and information, computers, or other hardware or software systems, and; (ii) allegations or claims that any Vendor Data infringes on the intellectual property rights of a third-party or Vendor.

Indemnification and Assumption of Risk – Vendor Data. XXXXXX VENDOR AGREES THAT IT IS VOLUNTARILY PROVIDING DATA (INCLUDING BUT NOT LIMITED TO: VENDOR INFORMATION, VENDOR DOCUMENTATION, XXXXXXVENDOR’S PROPOSALS, VENDOR PRICING SUBMITTED OR PROVIDED TO TIPS, TIPS CONTRACT DOCUMENTS, TIPS CORRESPONDENCE, VENDOR LOGOS AND IMAGES, Vendor’s contact informationVENDOR’S CONTACT INFORMATION, Vendor’s brochures and commercial informationVENDOR’S BROCHURES AND COMMERCIAL INFORMATION, Vendor’s financial informationVENDOR’S FINANCIAL INFORMATION, Vendor’s certificationsVENDOR’S CERTIFICATIONS, and any other Vendor information or documentationAND ANY OTHER VENDOR INFORMATION OR DOCUMENTATION, including without limitation software and source code utilized by VendorINCLUDING WITHOUT LIMITATION SOFTWARE AND SOURCE CODE UTILIZED BY VENDOR, submitted to SUBMITTED TO TIPS by Vendor and its agentsBY VENDOR AND ITS AGENTS) (“Vendor DataVENDOR DATA”) to TO TIPS. For the sake of clarityFOR THE SAKE OF CLARITY, and without limiting the breadth of the indemnity obligations in AND WITHOUT LIMITING THE BREADTH OF THE INDEMNITY OBLIGATIONS IN Section 14 above, Vendor agrees to protect, indemnify, and hold the TIPS Indemnitees harmless from and against any and all third party claims and resulting losses, claims, actions, demands, allegations, suits, judgments, costs, expenses, fees, including court costs, reasonable attorney’s fees, and expert fees and all other liability of any nature whatsoever arising out of or relating to: (i) Any unauthorized, negligent or wrongful use of, or cyber data breach incident and viruses or other corrupting agents by Vendor involving, Vendor’s Data, pricing, and information, computers, or other hardware or software systems, and; (ii) allegations or claims that any Vendor Data infringes on the intellectual property rights of a third-party or Vendor.

Indemnification and Assumption of Risk – Vendor Data. XXXXXX VENDOR AGREES THAT IT IS VOLUNTARILY PROVIDING DATA (INCLUDING BUT NOT LIMITED TO: VENDOR INFORMATION, VENDOR DOCUMENTATION, XXXXXXVENDOR’S PROPOSALS, VENDOR PRICING SUBMITTED OR PROVIDED TO TIPS, TIPS CONTRACT DOCUMENTS, TIPS CORRESPONDENCE, VENDOR LOGOS AND IMAGES, Vendor’s contact informationVENDOR’S CONTACT INFORMATION, Vendor’s brochures and commercial informationVENDOR’S BROCHURES AND COMMERCIAL INFORMATION, Vendor’s financial informationVENDOR’S FINANCIAL INFORMATION, Vendor’s certificationsVENDOR’S CERTIFICATIONS, and any other Vendor information or documentationAND ANY OTHER VENDOR INFORMATION OR DOCUMENTATION, including without limitation software and source code utilized by Vendor, submitted to SUBMITTED TO TIPS by Vendor and its agentsBY VENDOR AND ITS AGENTS) (“Vendor DataVENDOR DATA”) to TO TIPS. For the sake of clarityFOR THE SAKE OF CLARITY, and without limiting the breadth of the indemnity obligations in Section AND WITHOUT LIMITING THE BREADTH OF THE INDEMNITY OBLIGATIONS IN SECTION 14 aboveABOVE, Vendor agrees to protectVENDOR AGREES TO PROTECT, indemnifyINDEMNIFY, and hold the AND HOLD THE TIPS Indemnitees harmless from and against any and all losses, claims, actions, demands, allegations, suits, judgments, costs, expenses, fees, including court costs, REASONABLE attorney’s fees, and expert fees and all other liability of any nature whatsoever arising out of or relating to: (i) Any VENDOR’S unauthorized, negligent or wrongful use ofof DATA, or VENDOR’S cyber data breach incident and viruses or other corrupting agents involving, Vendor’s Data, pricing, and information, computers, or other hardware or software systemsincident, and; (ii) allegations or claims that any Vendor Data infringes on the intellectual property rights of a third-party or Vendor.