Common use of Indemnification by Customer Clause in Contracts

Indemnification by Customer. Customer shall indemnify, defend and hold harmless AvePoint (including its Affiliates) from and against any and all third-party claims, costs, damages, losses, liabilities, judgments, settlements, and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any Customer Materials, Customer Data, or breach or alleged breach by Customer of Section 2.3 (Rights in Customer Data). This indemnification obligation is subject to Customer receiving (i) prompt written notice of such claim; (ii) the exclusive right to control and direct the investigation, defence, or settlement of such claim; and (iii) all reasonably necessary cooperation of AvePoint (at Customer’s expense for reasonable out-of-pocket costs).

Indemnification by Customer. Customer shall indemnify, defend and hold harmless AvePoint (including its Affiliates) from and against any and all third-party claims, costs, damages, losses, liabilities, judgments, settlements, and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any Customer Materials, Customer Data, or breach or alleged breach by Customer of Section 2.3 (Rights in Customer Data). This indemnification obligation is subject to Customer receiving (i) prompt written notice of such claim; (ii) the exclusive right to control and direct the investigation, defencedefense, or settlement of such claim; and (iii) all reasonably necessary cooperation of AvePoint (at Customer’s expense for reasonable out-of-pocket costs).