Common use of Indemnification by Auxilium Clause in Contracts

Indemnification by Auxilium. AUXILIUM will indemnify and hold BENTLEY, its directors, officers, employees and agents harmless against any and all liability, damage, loss, cost or expense(including reasonable attorney’s fees) resulting from any third party claims made or suits brought against BENTLEY which arise from the breach of any of AUXILIUM’s representations, warranties or agreements contained herein, or which arise out of the development, manufacture, promotion, distribution, use, testing or sale, distribution or other disposition of Product, including, without limitation, any claims, express, implied or statutory, made as to the efficacy, safety or use to be made of Product, and claims made by reason of any Product labeling or any packaging containing Product. This indemnification obligation shall not apply where the basis for the claim is the negligence or willful malfeasance of BENTLEY.

Appears in 3 contracts

Samples: License Agreement (CPEX Pharmaceuticals, Inc.), License Agreement (CPEX Pharmaceuticals, Inc.), License Agreement (CPEX Pharmaceuticals, Inc.)

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Indemnification by Auxilium. AUXILIUM will indemnify and hold BENTLEY, its directors, officers, employees and agents harmless against any and all liability, damage, loss, cost or expense(including expense (including reasonable attorney’s fees) resulting from any third third-party claims made or suits brought against BENTLEY which arise from the breach of any of AUXILIUM’s representations, warranties or agreements contained herein, or which arise out of the development, manufacture, promotion, distribution, use, testing or sale, distribution or other disposition of Product, including, without limitation, any claims, express, implied or statutory, made as to the efficacy, safety or use to be made of Product, and claims made by reason of any Product labeling or any packaging containing Product. This indemnification obligation shall not apply where the basis for the claim is the negligence or willful malfeasance of BENTLEY.

Appears in 2 contracts

Samples: License Agreement (Auxilium Pharmaceuticals Inc), License Agreement (Auxilium Pharmaceuticals Inc)

Indemnification by Auxilium. AUXILIUM will indemnify and hold BENTLEY, its directors, officers, employees and agents harmless against any and all liability, damage, loss, cost or expense(including expense (including reasonable attorney’s 's fees) resulting from any third party claims made or suits brought against BENTLEY which arise from the breach of any of AUXILIUM’s 'S representations, warranties or agreements contained herein, or which arise out of the development, manufacture, promotion, distribution, use, testing or sale, distribution or other disposition of Product, including, without limitation, any claims, express, implied or statutory, made as to the efficacy, safety or use to be made of Product, and claims made by reason of any Product labeling or any packaging containing Product. This indemnification obligation shall not apply where the basis for the claim is the negligence or willful malfeasance of BENTLEY.

Appears in 1 contract

Samples: License Agreement (Bentley Pharmaceuticals Inc)

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Indemnification by Auxilium. AUXILIUM will indemnify and hold BENTLEY, its directors, officers, employees and agents harmless against any and all liability, damage, loss, cost or expense(including expense (including reasonable attorney’s 's fees) resulting from any third party claims made or suits brought against BENTLEY which arise from the breach of any of AUXILIUM’s 's representations, warranties or agreements contained herein, or which arise out of the development, manufacture, promotion, distribution, use, testing or sale, distribution or other disposition of Product, including, without limitation, any claims, express, implied or statutory, made as to the efficacy, safety or use to be made of Product, and claims made by reason of any Product labeling or any packaging containing Product. This indemnification obligation shall not apply where the basis for the claim is the negligence or willful malfeasance of BENTLEY.

Appears in 1 contract

Samples: License Agreement (Bentley Pharmaceuticals Inc)

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