Common use of Indemnification by Subscriber Clause in Contracts

Indemnification by Subscriber. Subscriber shall protect, defend, indemnify and hold harmless MLSOK and its officers, directors, employees, shareholders, agents, or representatives from any and all liability, damages, loss or expense, including reasonable fees of attorneys and other professionals, arising from any claim, demand, action or proceeding initiated by any third party against any of them based upon the negligent, intentional or illegal acts of Subscriber, including without limitation: (a) inaccuracy of any Listing Content supplied to MLSOK by Subscriber, (b) any unauthorized use of Subscriber’s access identification number, (c) any unauthorized use of the MLS Content, (d) infringement of any proprietary or contract right of any third party as a result of the availability of the MLS Content through the MLSOK System and the MLSOK Services, or (e) breach of any representation set forth in Section 17 of this Agreement. Subscriber shall assist MLSOK, at Subscriber’s expense, in the defense or settlement of any claim to which these indemnification obligations apply. These indemnification provisions shall survive the termination of the Subscriber’s participation in MLSOK and the termination of this Subscriber Agreement.

Indemnification by Subscriber. Subscriber shall protect, defend, indemnify and hold harmless MLSOK and its officers, directors, employees, shareholders, agents, or representatives from any and all liability, damages, loss or expense, including reasonable fees of attorneys and other professionals, arising from any claim, demand, action or proceeding initiated by any third party against any of them based upon the negligent, intentional or illegal acts of Subscriber, including without limitationbut not limited to: (a) inaccuracy of any Listing Content supplied to MLSOK by Subscriber, (b) any unauthorized use of Subscriber’s access identification number, (c) any unauthorized use of the MLS Content, or (d) infringement of any proprietary or contract right of any third party as a result of the availability of the MLS Content through the MLSOK System and the MLSOK Services, or (e) breach of any representation set forth in Section 17 of this Agreement. Subscriber shall assist MLSOK, at Subscriber’s expense, in the defense or settlement of any claim to which these indemnification obligations apply. These indemnification provisions shall survive the termination of the Subscriber’s participation in MLSOK and the termination of this Subscriber Agreement.