Common use of Indemnification of Eton Clause in Contracts

Indemnification of Eton. Subject to the provisions of this Section 7, Imprimis shall indemnify, defend and hold harmless Eton, its officers, directors, affiliates, agents, stockholders and representatives (collectively, the “Eton Indemnitees”), from and against any and all losses, liabilities, damages and expenses (including without limitation reasonable attorneys’ fees and costs) incurred as a result of any claim, demand, action or proceeding by any Third Party (collectively, “Losses”) incurred or suffered by an Eton Indemnitee to the extent arising out of: 7.1.1 any breach of the representations and warranties of Imprimis set forth in this Agreement; 7.1.2 any breach of any covenant or agreement of Imprimis set forth in this Agreement or in any certificate, instrument, or other document delivered pursuant to this Agreement; and 7.1.3 the ownership or exploitation of the Assets prior to the Effective Date or any liability or obligation whatsoever of Imprimis.

Appears in 6 contracts

Samples: Asset Purchase and License Agreement (Eton Pharmaceuticals, Inc.), Asset Purchase and License Agreement (Eton Pharmaceuticals, Inc.), Asset Purchase and License Agreement (Eton Pharmaceuticals, Inc.)

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Indemnification of Eton. Subject to the provisions of this Section 7, Imprimis shall Anxxxxxx xhall indemnify, defend and hold harmless Eton, its officers, directors, affiliatesAffiliates, agents, stockholders and representatives (collectively, the “Eton Indemnitees”), from and against any and all lossesloss, liabilitiesliability, damages damage and expenses expense (including without limitation reasonable attorneys’ fees and costs) incurred as a result of any claim, demand, action or proceeding by any Third Party (collectively, “Losses”) incurred or suffered by an Eton Indemnitee to the extent arising out of: 7.1.1 any breach of the representations and warranties of Imprimis set Anxxxxxx xet forth in this Agreement; 7.1.2 any breach of any covenant or agreement of Imprimis set Anxxxxxx xet forth in this Agreement or in any certificate, instrument, or other document delivered pursuant to this Agreement; and 7.1.3 the ownership ownership, operation or exploitation of the Assets prior to the Effective Date or any liability or obligation whatsoever of ImprimisAnxxxxxx.

Appears in 2 contracts

Samples: Exclusive Development and Supply Agreement (Eton Pharmaceuticals, Inc.), Exclusive Development and Supply Agreement (Eton Pharmaceuticals, Inc.)

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