Indemnification of Supplier. Subject to Section 6.3, Licensee shall indemnify Supplier, its Affiliates and their respective directors, officers, employees and agents, and defend and save each of them harmless, from and against any and all Losses arising from or occurring as a result of (a) any material breach by Licensee of this Agreement or (b) the gross negligence or willful misconduct of Licensee, its Affiliates or its other sub-contractors in performing Licensee’s obligations under this Agreement, except for those Losses for which Supplier has an obligation to indemnify Licensee and its Affiliates pursuant to Section 6.1, as to which Losses each Party shall indemnify the other to the extent of their respective liability for the Losses.
Appears in 3 contracts
Samples: Exclusive License and Distribution Agreement, Exclusive License and Distribution Agreement (MITU Resources Inc.), Exclusive License and Distribution Agreement (MITU Resources Inc.)
Indemnification of Supplier. Subject to Section 6.3, Licensee Emergent shall indemnify Supplier, its Affiliates and their respective directors, officers, employees and agents, and defend and save each of them harmless, from and against any and all Losses arising from or occurring as a result of (a) any material breach by Licensee Emergent of this Agreement or (b) the gross negligence or willful misconduct of LicenseeEmergent, its Affiliates or its other sub-contractors in performing LicenseeEmergent’s obligations under this Agreement, except for those Losses for which Supplier has an obligation to indemnify Licensee Emergent and its Affiliates pursuant to Section 6.1, as to which Losses each Party shall indemnify the other to the extent of their respective liability for the Losses.
Appears in 1 contract
Samples: Exclusive Distribution Agreement (Emergent BioSolutions Inc.)