Common use of Indemnification of Eton Clause in Contracts

Indemnification of Eton. Subject to the provisions of this Section 7, Selenix 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 loss, liability, damage and expense (including 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 Selenix set forth in this Agreement; 7.1.2 any breach of any covenant or agreement of Selenix set forth in this Agreement or in any certificate, instrument, or other document delivered pursuant to this Agreement; and 7.1.3 the ownership, operation or exploitation of the Assets prior to the Effective Date or any liability or obligation whatsoever of Selenix.