Indemnification by ICON Sample Clauses
Indemnification by ICON. ICON will indemnify, hold harmless and defend Client and its affiliates, and their respective officers, directors, employees, agents and advisors, from and against, and will reimburse such indemnified parties with respect to, any and all claims, demands, causes of action, proceedings, losses, damages, debts, expenses, liabilities, fines, penalties, deficiencies, judgments or costs, including reasonable attorney fees, court costs, amounts paid in settlement and costs and expenses of investigations, at any time and from time to time asserted against or incurred by any such indemnified party arising out of, in connection with, resulting from or by reason of the negligent performance or non-performance of its obligations under this agreement, except to the extent caused by clients negligence or willful misconduct.
Indemnification by ICON. Without prejudice to Section 6.5.1, ICON hereby agrees to indemnify SUNESIS its Affiliates and their members, officers, directors, employees, consultants and agents (collectively “SUNESIS Indemnitees”) from any loss, damage, cost or expense (including reasonable attorney’s fees) (“Loss”) arising from any third party: (i) claim; (ii) demand; (iii) assessment; (iv) action; (v) suit; or (vi) proceeding (each a “Claim”) arising or occurring during the Term as a result of ICON’s negligence or intentional misconduct; in the provision of any Services, provided that if such Loss and/or Claim arises in whole or in part from SUNESIS Indemnitees’ negligence or intentional misconduct, then the amount of the Loss that ICON shall indemnify SUNESIS for shall be reduced by an amount in proportion to the percentage of the SUNESIS Indemnitees responsibilities for such Loss as determined by a court of competent jurisdiction in a final and non-appealable decision or in a binding settlement between the Parties.
Indemnification by ICON. ICON will indemnify, hold harmless and defend Client and its affiliates, and their respective officers, directors, employees, agents and advisors, from and against, and will reimburse such indemnified parties with respect to, any and all claims, demands, causes of action,
Indemnification by ICON. ICON warrants that it will provide the Services with reasonable care and skill and hereby agrees to indemnify CORCEPT and its officers, directors, employees and agents (subject to the provisions of Sections 6.5 and 6.6 of this Master Agreement) from any loss, damage, cost or expense (including reasonable attorney’s fees) (“Loss”) arising from any third party claim, demand, assessment, action, suit or proceeding (“Claim”) arising as a result of ICON’s (i) breach of ICON’s representations, warranties and covenants under this Master Agreement; or (ii) negligence, gross negligence or intentional misconduct or inaction; provided that if such Loss or Claim arises in whole or in part from CORCEPT’s negligence, gross negligence or intentional misconduct or inaction or breach by CORCEPT of CORCEPT’s representations, warranties and covenants under this Master Agreement, then the amount of the Loss that ICON shall indemnify CORCEPT for shall be reduced by an amount in proportion to the percentage of CORCEPT’s responsibilities for such Loss as determined by a court of competent jurisdiction in a final and non-appealable decision or in a binding settlement between the Parties.
Indemnification by ICON. ICON shall indemnify Carrington, its employ▇▇▇, ▇▇▇▇▇iates, and agents for the cost of defense and compensatory damages awarded, if any, arising out of any claim or lawsuit resulting from bodily injury caused by the negligence or wilful misconduct of ICON, its employees, affiliates or agents, or the failure of ICON, its affiliates, employees or agents, to perform in accordance with the terms and conditions of this Agreement or in compliance with accepted medical practices or any precautions, indications or other instructions furnished by Carrington.
Indemnification by ICON. ICON hereby agrees to indemnify NTI and its officers, directors, employees and agents from any loss, damage, cost or expense (including reasonable attorney’s fees) (“Loss”) arising from any third party claim, demand, assessment, action, suit or proceeding (“Claim”) arising out of or occurring as a result of ICON’s negligence, gross negligence, intentional misconduct or inaction in the performance of the Services, or otherwise relating to this Agreement or the parties, or breach of this Master Agreement or any Project Contract; provided that if such Loss or Claim arises in whole or in part from NTI’s negligence, gross negligence, intentional misconduct or inaction, or breach of this Master Agreement or any Project Contract, then the amount of the Loss that ICON shall indemnify NTI for shall be reduced by an amount in proportion to the percentage of NTI’s responsibilities for such Loss as determined by a court of competent jurisdiction in a final and non-appealable decision or in a binding settlement between the parties.