Indemnification by AngioChem Sample Clauses
Indemnification by AngioChem. Subject to the limitation of liability set forth in Section 8.2 hereof, AngioChem hereby agrees at all times during the term of this Agreement to indemnify, defend and hold harmless Geron and its Affiliates, Sublicensees and each of their directors, officers, employees, and agents (collectively, the “Geron Indemnified Parties”) from and against any and liabilities, actions, losses, damages, claims or expenses, including reasonable attorneys’ fees and costs (collectively, the “Indemnified Losses”) arising from or based on a breach of AngioChem’s representations and warranties contained in Section 8.1.1, provided that such indemnification obligation shall not apply to Indemnified Losses on the part of a Geron Indemnified Party to the extent such Geron Indemnified Party is adjudicated (in a final non-appealable judgment) to have acted in a grossly negligent or willfully wrongful manner.
