Common use of Indemnification of AstraZeneca Clause in Contracts

Indemnification of AstraZeneca. In addition to any other remedy available to AstraZeneca, Flexion shall indemnify, defend and hold harmless AstraZeneca, its Affiliates and its and their directors, officers and employees (“AstraZeneca Indemnitees”) in full and on demand, from and against any and all Losses incurred by them to the extent resulting from, or arising out of, or in connection with, any claims made or suits brought by a Sublicensee or Third Party (collectively, “Third Party Claims”) against any AstraZeneca Indemnitee, that arise or result from (a) any intentional misconduct or negligence on the part of Flexion or its Affiliates in performing any activity contemplated by this Agreement, or the breach of any provision of this Agreement by Flexion or (b) the Exploitation by Flexion or its Affiliates or Sublicensees of the Licensed Products (including any claims for death, personal injury or infringement of a Third Party’s rights) or (c) the use of Study Drug provided by AstraZeneca to Flexion under Article 7 above, except where and to the extent that any such Third Party Claims or Losses have been caused or increased by the negligence or wilful misconduct of any AstraZeneca Indemnitee after the Effective Date of this Agreement.

Indemnification of AstraZeneca. In addition to any other remedy available to AstraZeneca, Flexion shall indemnify, defend and hold harmless AstraZeneca, its Affiliates and its and their directors, officers and employees (“AstraZeneca Indemnitees”) in full and on demand, from and against any and all Losses incurred by them to the extent resulting from, or from arising out of, of or in connection with, with any claims made or suits brought by a Sublicensee or Third Party (collectively, “Third Party Claims”) against any AstraZeneca Indemnitee, that arise or result from (a) any intentional misconduct or negligence on the part of Flexion or its Affiliates in performing any activity contemplated by this Agreement, or the breach of any provision of this Agreement by Flexion or (b) the Exploitation by Flexion or Flexion, its Affiliates or Sublicensees of the Licensed Products (including any claims for death, personal injury or infringement of a Third Party’s rights) or (c) the use of Study Drug provided by AstraZeneca to Flexion under Article 7 above, except where and to the extent that any such Third Party Claims or Losses have been caused or increased by the negligence or wilful misconduct of any AstraZeneca Indemnitee after the Effective Date of this Agreement.

Indemnification of AstraZeneca. In addition to any other remedy available to AstraZeneca, Flexion FibroGen shall indemnify, defend and hold harmless AstraZeneca, its Affiliates and its Affiliates, and their respective officers, directors, officers employees, and employees agents (“AstraZeneca Indemnitees”) in full and on demand), from and against any and all Losses damages or other amounts payable to a Third Party claimant, as well as any reasonable attorneys’ fees and costs of litigation incurred by them such AstraZeneca Indemnitees (“Losses”), all to the extent resulting fromfrom claims, suits, proceedings or arising out of, or in connection with, any claims made or suits causes of action brought by a Sublicensee or such Third Party (collectively, “Third Party Claims”) against any such AstraZeneca Indemnitee, Indemnitee that arise from or result from are based on: (ai) any intentional breach by FibroGen of this Termination Agreement, or (ii) the negligence or willful misconduct or negligence on the part of Flexion or its Affiliates any FibroGen Indemnitee in performing any activity contemplated by this Termination Agreement, or the breach of any provision of this Agreement by Flexion or (biii) the Exploitation by Flexion or its Affiliates or Sublicensees Development, testing, manufacture, storage, handling, use, sale, offer for sale, distribution and importation of Products in each case, in the Licensed Products Terminated Territory (including any claims for deathSouth Korea in the event the Collaboration Agreement is terminated with respect to South Korea) [*], personal injury or infringement of a Third Party’s rights) or (c) the use of Study Drug provided by AstraZeneca to Flexion under Article 7 above, licensees; except where and in each case to the extent that any such Third Party Claims Claim, claim or Losses have been caused suit is based on or increased alleges: (x) any breach by AstraZeneca of this Termination Agreement, or (y) the negligence or wilful willful misconduct on the part of any AstraZeneca Indemnitee after the Effective Date of in performing any activity contemplated by this Termination Agreement.