INDEMNITY AGAINST LOSS. Seller shall indemnify, defend and hold Buyer, its affiliates, customers and licensees, and their directors, officers, employees and agents (collectively, the “Indemnified Parties”), harmless from and against all demands, claims, losses, expenses, damages, settlements, penalties, fines and liabilities of whatever kind or nature, including attorneys’ fees and costs, asserted against or suffered by the Indemnified Parties by reason of, arising out of, or in any way related to, in whole or in part, the goods and services covered by this Purchase Order or the preparation, processing, manufacture, construction, completion, delivery, and/or use thereof. Without limitation, such obligation to indemnify shall exist with respect to claims and demands relating to (a) accidents, occurrences, injuries or losses, including, without limitation, injuries to persons or property and economic losses; (b) infringement, misappropriation or violation of any patent, copyright, trade secret, mask work, trademark, trademark rights or any other IP rights of a third party; (c) breach of contract or warranty; and (d) the fraud, misrepresentation, negligence, reckless actions or willful misconduct of Seller. The indemnity set forth in this Section 14 shall apply notwithstanding that the goods sold hereunder may have been produced by Seller in compliance with specifications furnished by Buyer. Buyer does not have any obligation to hold Seller harmless from any claim against Seller, its directors, officers, employees or agents, arising out of compliance with Buyer’s specifications.
Appears in 4 contracts
Samples: Purchase Order, Purchase Order, Purchase Order
