Indemnification and Liability Limitation. Except as otherwise provided, the parties shall indemnify, and defend, the other party and its affiliates, successors and assigns (and its and their officers, directors, employees, customers and agents) from and against any and all claims, losses, liabilities, damages, settlements, expenses and costs (including, without limitation, attorneys' fees and court costs) which arise out of or relate to (a) any breach of this Agreement; or (b) any third party claim related to the actions or inactions of the other party. In no event shall MO be liable under any legal theory for any special, indirect, consequential, exemplary or incidental damages, however caused, arising out of or relating to this Agreement, even if MO has been advised of the possibility of such damages. In addition, in no event shall MO's aggregate liability arising out of or relating to this Agreement (regardless of the form of action giving rise to such liability, whether in contract, tort, indemnification, or otherwise) exceed the fees paid by the Client to MO for the prior (12) months. During the term of this agreement, MO shall maintain $1,000,000 in coverage per occurrence for general liability and professional liability.
Indemnification and Liability Limitation. Except as otherwise provided, the parties shall indemnify, the other party and its affiliates, successors and assigns (and its and their officers, directors, employees, customers and agents) from and against any and all claims, losses, liabilities, damages, settlements, expenses and costs (including, without limitation, attorneys' fees and court costs) which arise out of or relate to (a) any breach of this Agreement; or (b) any third party claim related to the actions or inactions of the other party. In no event shall MO be liable under any legal theory for any special, indirect, consequential, exemplary or incidental damages, however caused, arising out of or relating to this Agreement, even if MO has been advised of the possibility of such damages. In addition, in no event shall MO's aggregate liability arising out of or relating to this Agreement (regardless of the form of action giving rise to such liability, whether in contract, tort, indemnification, or otherwise) exceed the fees paid by the Client to MO for the prior (12) months.
Indemnification and Liability Limitation. These terms shall comply with DIR Contract DIR-TSO-3044, Appendix A, Standard Terms and Conditions For Services Contracts, Section 10.A, Indemnification and Section 10.K, Limitation of Liability.
Indemnification and Liability Limitation. 20.1 Vendor Indemnity 20.2 Reliance Indemnity 20.3 Liability 20.4 Limitation on Liability
Indemnification and Liability Limitation. 5.01. Survival of Representations and Warranties.
(a) The representations and warranties made by UTEK and IPTI shall survive for a period of 1 year after the Closing Date, and thereafter all such representation and warranties shall be extinguished, except with respect to claims then pending for which specific notice has been given during such 1 year period.
(b) The representations and warranties made by LDHI shall survive for a period of 1 year after the Closing Date, and thereafter all such representations and warranties shall be extinguished, except with respect to claims then pending for which specific notice has been given during such 1 year period.
Indemnification and Liability Limitation. (a) Licensee agrees to defend Mutual, its agents, directors, officers and employees, at Licensee's sole expense, and will indemnify and hold harmless Mutual, its agents, directors, officers and employees, from and against any and all losses, costs, damages, fees or expenses arising out of or in connection with (i) Licensee's or any of its Related Parties' manufacture, use or sale of any Licensed Product, including, but not limited to, any actual or alleged injury, damage, death or other consequence occurring to any person as a result, directly or indirectly, of the possession, use or consumption of any Licensed Product, whether claimed by reason of breach of warranty, negligence, product defect or otherwise, and regardless of the form in which any such claim is made or (ii) any breach of the representations, warranties or covenants made by Licensee hereunder, except, in each case, to the extent attributable to negligence or willful misconduct by or on behalf of Mutual. In the event of any such claim against Mutual or any agent, director, officer or employee, Mutual shall promptly notify Licensee in writing of the claim and Licensee shall manage and control, at its sole expense, the defense of the claim and its settlement. Mutual shall cooperate with Licensee and may, at its option and expense, be represented in any such action or proceeding.
(b) Mutual agrees to defend Licensee, its agents, directors, officers and employees, at Mutual's sole expense, and will indemnify and hold harmless Licensee, its agents, directors, officers and employees, from and against any and all losses, costs, damages, fees or expenses arising out of or in connection with (i) Mutual or any of its Related Parties' manufacture, use or sale of any Licensed Product, including, but not limited to, any actual or alleged injury, damage, death or other consequence occurring to any person as a result, directly or indirectly, of the possession, use or consumption of any Licensed Product, whether claimed by reason of breach of warranty, negligence, product defect or otherwise, and regardless of the form in which any such claim is made or (ii) any breach of the representations, warranties or covenants made by Mutual hereunder, except, in each case, to the extent attributable to negligence or willful misconduct by or on behalf of Licensee. In the event of any such claim against Licensee, or any agent, director, officer or employee, Licensee shall promptly notify Mutual in writing of the claim ...
Indemnification and Liability Limitation. Because ASU is a public institution, any indemnification, liability limitation, releases, or hold harmless provisions applicable to ASU are limited as required by Arizona law, including Article 9, Sections 5 and 7 of the Arizona Constitution and Arizona Revised Statutes (ARS) §§ 35-154 and 41-621. ASU’s liability under any claim for indemnification is limited to claims for property damage, personal injury, or death to the extent caused by acts or omissions of ASU.
Indemnification and Liability Limitation. Devexperts shall indemnify, defend and hold the User harmless from any and all actions, claims, demands, liabilities and damages to the extent arising out of or in connection with any claim that the Devexa and Devexperts Services provided by Devexperts via Devexa infringe intellectual property rights of any third party. You agree to indemnify, defend and hold harmless Devexperts, its officers, directors, employees, shareholders, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorney's fees and court costs) relating to or arising out of Your use of or inability to use Devexa or Devexperts Services, Your communication via Devexa, your violation of any terms of these Terms or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. Devexperts’ total liability in respect of any and all claims arising from or related to the Devexa and Devexperts Services, in contract, tort, or otherwise, will be limited to the lesser of (i) actual damages incurred and proved by User as a direct result of Devexperts’ act or omission or (ii) hundred (100) USD.
Indemnification and Liability Limitation. Indemnification will be handled in accordance to Appendix A, Section 10A of DIR Contract No. DIR-TSO-3401. Limitation of Liability will be handled in accordance to Appendix A, Section 10K of DIR Contract No. DIR-TSO-3401.
Indemnification and Liability Limitation. These terms shall comply with the State of Texas DIR Contract for Products and Related Services, the State of Texas DIR Standard Terms and Conditions for Products and Related Services Contracts, and Chapter 2251 of the Texas Government Code. Indemnification will be handled in accordance to Appendix A, Section 10A of DIR Contract No. DIR-TSO-3401. Limitation of Liability will be handled in accordance to Appendix A, Section 10K of DIR Contract No. DIR-TSO-3401.
