Common use of Indemnification Insurance Limitation of Liability Clause in Contracts

Indemnification Insurance Limitation of Liability. 5.1 Sponsor shall indemnify, defend, and hold harmless Institution and its directors, officers, employees and agents, Investigator and the Study Personnel, (each the “Indemnitee” and collectively, the "Indemnitees”) from and against any and all liabilities, damages, losses, claims and expenses, including court costs and reasonable legal fees ("Losses”) resulting from or arising out of any third-party claims, actions or proceedings arising out of (i) personal injury to or death of any Clinical Trial Participant enrolled in the Clinical Trial, which injury or death is caused by (a) the Investigational Product used in accordance with the Protocol and this Agreement; or (b) the performance of any procedure required by the Protocol (that would not occur but for the participation in the Clinical Trial) or Sponsor’s written instructions;(ii) Sponsor's [include if applicable: or CRO’s] use or publication of Clinical Trial Data; or (iii) Sponsor's or Sponsor's employees’, contractors’ or agents’ acts, omissions or negligence related to the Clinical Trial or Sponsor’s obligations under this Agreement, in each case to the extent that such Losses do not arise out of any Indemnitee's: (A) failure to comply with this Agreement; or (B) negligence or willful misconduct. Notwithstanding the above, medically necessary deviations from the Protocol for reasons of Clinical Trial Participant safety shall not nullify or minimize Sponsor’s indemnification obligations, as long as such deviations are consistent with prevailing standards of medical care. The above indemnity shall apply separately to each Indemnitee in such manner and to the same extent as though a separate indemnity had been given to each.

Indemnification Insurance Limitation of Liability. 5.1 Sponsor shall indemnify, defend, and hold harmless Institution and its directors, officers, employees and agents, Investigator and the Study Personnel, (each the “Indemnitee” and collectively, the "Indemnitees”) from and against any and all liabilities, damages, losses, claims and expenses, including court costs and reasonable legal fees ("Losses”) resulting from or arising out of any third-party claims, actions or proceedings arising out of (i) personal injury to or death of any Clinical Trial Participant enrolled in the Clinical Trial, which injury or death is caused by (a) the Investigational Product used in accordance with the Protocol and this Agreement; or (b) the performance of any procedure required by the Protocol (that would not occur but for the participation in the Clinical Trial) or Sponsor’s written instructions;(iiinstructions; (ii) Sponsor's [include if applicable: or CRO’s] use or publication of Clinical Trial Data; or (iii) Sponsor's or Sponsor's employees’, contractors’ or agents’ acts, omissions or negligence related to the Clinical Trial or Sponsor’s obligations under this Agreement, in each case to the extent that such Losses do not arise out of any Indemnitee's: (A) failure to comply with this Agreement; or (B) negligence or willful misconduct. Notwithstanding the above, medically necessary deviations from the Protocol for reasons of Clinical Trial Participant safety shall not nullify or minimize Sponsor’s indemnification obligations, as long as such deviations are consistent with prevailing standards of medical care. The above indemnity shall apply separately to each Indemnitee in such manner and to the same extent as though a separate indemnity had been given to each.