Indemnity by Recipient. Recipient shall indemnify, defend and hold harmless each Service Provider Indemnitee from and against any and all costs and expenses, losses, damages, claims, causes of action and liabilities (including reasonable attorneys’ fees, disbursements and expenses of litigation) to the extent arising from, relating to, or connected with (in each case except to the extent directly or indirectly caused by the gross negligence, willful misconduct or material breach of or by Service Provider) the provision by Service Provider of Services hereunder.
Appears in 4 contracts
Samples: Shared Services Agreement, Shared Services Agreement (MPM Holdings Inc.), Shared Services Agreement (Momentive Specialty Chemicals Inc.)
Indemnity by Recipient. Recipient shall indemnify, defend and hold harmless each Service Provider Indemnitee and its officers, directors and employees from and against any and all costs and expenses, losses, damages, claims, causes of action and liabilities (including reasonable attorneys’ ' fees, disbursements and expenses of litigation) to the extent arising from, relating to, or in any way connected with (in each case the gross negligence or willful misconduct of Recipient or any employee, contractor or agent of Recipient, except to the extent directly or indirectly caused by the gross negligence, willful misconduct any act or material breach omission of or by Service Provider) the provision by Service Provider of Services hereunder.
Appears in 3 contracts
Samples: Shared Services Agreement (Momentive Specialty Chemicals Inc.), Shared Services Agreement (Momentive Specialty Chemicals Inc.), Shared Services Agreement (Momentive Performance Materials Inc.)
Indemnity by Recipient. Recipient shall indemnify, defend and hold harmless each Service Provider Indemnitee and its officers, directors and employees from and against any and all costs and expenses, losses, damages, claims, causes of action and liabilities (including reasonable attorneys’ fees, disbursements and expenses of litigation) to the extent arising from, relating to, or in any way connected with (in each case the gross negligence or willful misconduct of Recipient or any employee, contractor or agent of Recipient, except to the extent directly or indirectly caused by the gross negligence, willful misconduct any act or material breach omission of or by Service Provider) the provision by Service Provider of Services hereunder.
Appears in 2 contracts
Samples: Shared Services Agreement, Shared Services Agreement (Momentive Performance Materials Inc.)
Indemnity by Recipient. Recipient shall indemnify, defend and hold harmless each Service Provider Indemnitee and its officers, directors and employees from and against any and all costs and expenses, losses, damages, claims, causes of action and liabilities (including reasonable attorneys’ ' fees, disbursements and expenses of litigation) to the extent arising from, relating to, or in any way connected with (in each case the gross negligence or willful misconduct of Recipient or any employee, contractor or agent of Recipient, except to the extent directly or indirectly caused by the gross negligence, willful misconduct any act or material breach omission of or by Service Provider) the provision by Service Provider of Services hereunder.. 8.03
Appears in 1 contract
Samples: Shared Services Agreement