Indemnification by Medical Practice. Medical Practice shall defend, indemnify and hold Practice Manager harmless from and against any and all liability, losses, damages, claims, causes of action, and expenses, including without limitation, reasonable attorney’s fees and costs associated with or directly or indirectly resulting from any act or omission of Medical Practice, its employees, agents, or independent contractors during the Term. To be entitled to such indemnification, Practice Manager shall give Medical Practice prompt written notice of the assertion by a third party of any claim with respect to which Practice Manager might bring a claim for indemnification hereunder, and in all events must provide written notice to Medical Practice within the applicable period for defense of such claim by Medical Practice. Medical Practice shall, as a Medical Practice Expense, have the right to defend and litigate any such third-party claim.
Indemnification by Medical Practice. Medical Practice hereby saves and holds Technology Company harmless of and from and indemnifies and agrees to defend Technology Company against any and all losses, liability, damages and expenses (including reasonable attorneys' fees and expenses) which Technology Company may incur or be obligated to pay, or for which Technology Company may become liable or be compelled to pay in connection with any action, claim or proceeding by third parties against Technology Company for or by reason of or in connection with Medical Practice's negligent operation of the Laboratory Facility, negligent use of the Patent, Trademarks and/or Technology; and/or any breach of the representations and warranties of Medical Practice set forth in this Agreement.
Indemnification by Medical Practice. Medical Practice shall, at its sole cost and expense, indemnify, hold harmless, and, at EZDERM’s option, defend EZDERM and the EZDERM Affiliates, their respective officers, directors, members, managers, employees, attorneys, independent contractors, equity owners, affiliates, representatives and successors and assigns (collectively, “EZDERM Indemnitees”), from and against any liability, losses, damages, costs, and expenses (including reasonable attorney’s and accountant’s fees and costs and expenses reasonably incurred in investigating, preparing, defending against, or prosecuting any litigation or claim, action, suit, proceeding, or demand), incurred or awarded against the EZDERM Indemnitees in connection with or resulting from any and all claims, complaints, actions, legal proceedings, suits, arbitrations, or proceedings brought by any third parties, including but not limited to claims (“Claim”):
