Common use of Indemnification by IP Clause in Contracts

Indemnification by IP. Subject to Sections 9(d), (e) and (f), IP shall indemnify and hold harmless Sylvamo from and against all liabilities, penalties, judgments, losses, injuries, damages, costs, fees and expenses (including, without limitation, costs of defense, settlement, and reasonable attorneys’ fees and expenses relating to matters or actions arising under this Agreement), whether arising under common law or any federal, state or local statute or ordinance (“Damages”) suffered or incurred by Sylvamo arising out of or resulting from (i) the gross negligence or willful misconduct of IP in connection with the performance of its obligations under this Agreement or (ii) a claim by any customer of Sylvamo against Sylvamo or IP directly attributable to a Manufacturing Defect in the Products produced hereunder; provided that in the case of any claim for indemnification under clause (ii), Damages arising out of such claim must exceed $500,000 (the “Deductible”) before IP has any liability hereunder and those Damages incurred to the extent exceeding the Deductible, and only those incremental Damages above the deductible, shall be borne 50% by IP and 50% by Sylvamo.

Indemnification by IP. Subject to Sections 9(d8(d), (e) and (f), IP shall indemnify and hold harmless Sylvamo from and against all liabilities, penalties, judgments, losses, injuries, damages, costs, fees and expenses (including, without limitation, costs of defense, settlement, and reasonable attorneys’ fees and expenses relating to matters or actions arising under this Agreement), whether arising under common law or any federal, state or local statute or ordinance (“Damages”) suffered or incurred by Sylvamo arising out of or resulting from (i) the gross negligence or willful misconduct of IP in connection with the performance of its obligations under this Agreement or (ii) a claim by any customer of Sylvamo against Sylvamo or IP directly attributable to a Manufacturing Defect in the Products produced hereunder; provided that in the case of any claim for indemnification under clause (ii), Damages arising out of such claim must exceed $500,000 (the “Deductible”) before IP has any liability hereunder and those Damages incurred to the extent exceeding the Deductible, and only those incremental Damages above the deductible, shall be borne 50% by IP and 50% by Sylvamo.