Indemnification by DPT. DPT agrees to defend, indemnify and hold harmless COMPANY, its employees, officers, directors and representatives from and against any third-party claims, losses, damages or expenses, including reasonable attorneys’ fees paid or incurred by any of them (collectively, “Claims”) up to the extent of insurance coverage as required under Section 9.2 and arising out of: (a) DPT’s failure to comply with its obligations under this Agreement, which were within its control; except to the extent that such Claims arise out of the gross negligence or willful misconduct of COMPANY, (b) the infringement of any third-party rights in the course of performing the Services, other than infringement by the use of any formula, component, art work or process provided by COMPANY to DPT.
Appears in 5 contracts
Samples: Development and Clinical Supply Agreement, Development and Clinical Supply Agreement (Peplin Inc), Development and Clinical Supply Agreement (Peplin Inc)
