Indemnification by SPPD Clause Samples

Indemnification by SPPD. The SPPD shall indemnify, defend and hold harmless SPD and its shareholders, managers, officers, directors and employees (each an “SPD Indemnified Party”) within 30 (thirty) days of receiving demand from the SPD at any time and from time to time, from and against any and all direct losses, claims, damages, liabilities, costs (including reasonable attorneys' fees and disbursements) and expenses (collectively, “SPD Losses”) incurred by an SPD Indemnified Party, attributable to the SPPD insofar as such SPD Losses directly arise out of, in any way relate to, or result from: a) the failure by the SPPD to fulfill any covenant or condition contained in this Agreement, including without limitation to the breach of any terms and conditions of this Agreement by SPPD, or b) any claim or proceeding by any third party against the SPD arising out of any act, deed or omission by the SPPD.