Common use of Indemnification by Celgene Clause in Contracts

Indemnification by Celgene. Celgene shall indemnify, defend and hold harmless the Jounce Indemnitees, from and against any and all Third Party Damages to the extent arising out of or relating to, directly or indirectly, from any Claim based upon: (a) the [***] under this Jounce Lead Co-Co Agreement; (b) any [***] under this Jounce Lead Co-Co Agreement with respect to the ROW Territory; or (c) [***]; (d) [***].

Indemnification by Celgene. Celgene shall indemnify, defend and hold harmless Jounce, its Affiliates and its or their respective directors, officers, employees and agents (collectively, the “Jounce Indemnitees”), from and against any and all Third Party Damages to the extent arising out of or relating to, directly or indirectly, from any Claim based upon: (a) 10.1.1 the [***] under this Jounce Lead Co-Co Agreement; (b) 10.1.2 any [***] under this Jounce Lead Co-Co Agreement with respect to the ROW TerritoryAgreement; or (c) 10.1.3 the [***] described in this Section 10.1.3; [***]; (d) [***].