Common use of Indemnity; Limitation of Liability Clause in Contracts

Indemnity; Limitation of Liability. 9.1 The Licensee indemnifies, holds harmless and defends USC, its Board of Governors, officers, employees, faculty, students, invitees and agents against any and all claims (including all associated legal fees and disbursements actually incurred) arising out of the exercise of any rights under this Agreement, including without limitation against any damages or losses, whether direct, indirect, consequential, incidental or special, arising in any manner at all from or out of the use of the Technology or any Improvements or Products licensed under this Agreement by the Licensee or its sublicensees or their customers or end-users. 9.2 USC’s total liability, whether under the express or implied terms of this Agreement, in tort (including negligence) or at common law, for any loss or damage suffered by the Licensee, whether direct, indirect, consequential, incidental or special, or any other similar damage that may arise or does arise from any breaches of this Agreement by USC, its Board of Governors, officers, employees, faculty, students or agents, is limited to $10,000. 9.3 The Licensee acknowledges and agrees that USC will not be liable for indirect, consequential or incidental or special damages arising from any breach or breaches of this Agreement. 9.4 Notwithstanding the termination or expiration of this Agreement, the rights and obligations in Article 9 will survive and continue to bind the Licensee and its successors and permitted assigns.

Indemnity; Limitation of Liability. 9.1 10.1 The Licensee Company indemnifies, holds harmless and defends USCUBC, its Board of Governors, officers, employees, faculty, students, invitees and agents against any and all claims (including all associated legal fees and disbursements actually incurred) arising out of the exercise of any rights under this Agreement, including without limitation against any damages or losses, whether direct, indirect, consequential, incidental or special, arising in any manner at all from or out of the use of the Technology Patents or any Improvements or Products licensed under this Agreement by the Licensee Company or its sublicensees or their customers or end-users. 9.2 USC10.2 UBC’s total liability, whether under the express or implied terms of this Agreement, in tort (including negligence) or at common law, for any loss or damage suffered by the LicenseeCompany, whether direct, indirect, consequential, incidental or special, or any other similar damage that may arise or does arise from any breaches of this Agreement by USCUBC, its Board of Governors, officers, employees, faculty, students or agents, is limited to $C$10,000. 9.3 10.3 The Licensee Company acknowledges and agrees that USC UBC will not be liable for indirect, consequential or incidental or special damages arising from any breach or breaches of this Agreement. 9.4 10.4 Notwithstanding the termination or expiration of this Agreement, the rights and obligations in Article 9 10 will survive and continue to bind the Licensee Company and its successors and permitted assigns.

Indemnity; Limitation of Liability. 9.1 The Licensee indemnifies, holds harmless and defends USCUBC, its Board of Governors, officers, employees, faculty, students, invitees and agents against any and all claims (including all associated legal fees and disbursements actually incurred) arising out of the exercise of any rights under this Agreement, including without limitation against any damages or losses, whether direct, indirect, consequential, incidental or special, arising in any manner at all from or out of the use of the Technology or any Improvements or Products licensed under this Agreement by the Licensee or its sublicensees or their customers or end-users. 9.2 USC’s UBC's total liability, whether under the express or implied terms of this Agreement, in tort (including negligence) or at common law, for any loss or damage suffered by the Licensee, whether direct, indirect, consequential, incidental or special, or any other similar damage that may arise or does arise from any breaches of this Agreement by USCUBC, its Board of Governors, officers, employees, faculty, students or agents, is limited to $10,000.to 9.3 The Licensee acknowledges and agrees that USC UBC will not be liable for indirect, consequential or incidental or special damages arising from any breach or breaches of this Agreement. 9.4 Notwithstanding the termination or expiration of this Agreement, the rights and obligations in Article 9 will survive and continue to bind the Licensee and its successors and permitted assigns.

Indemnity; Limitation of Liability. 9.1 The Licensee 10.1 Upstream indemnifies, holds harmless and defends USCUBC, its Board of Governors, officers, employees, faculty, students, invitees and agents against any and all claims (including all associated legal fees and disbursements actually incurred) arising out of the exercise of any rights under this Agreementagreement, including without limitation against any damages or losses, whether direct, indirect, consequential, incidental consequential or specialotherwise, arising in any manner at all from or out of the use of the Technology Technology, Products or any Improvements or Products Services licensed under this Agreement agreement by the Licensee Upstream or its sublicensees sub-licensee or their customers or endEnd-usersUsers. 9.2 USC’s 10.2 UBC's total liability, whether under the express or implied terms of this Agreementagreement, in tort (including negligence) or at common law, for any loss or damage suffered by the LicenseeUpstream, whether direct, indirect, consequential, incidental indirect or special, or any other similar damage that may arise or does arise from any breaches of this Agreement agreement by USCUBC, its Board of Governors, officers, employees, faculty, students or agents, is limited to $10,000the amount of the Initial License Fee paid to UBC under Article 4.3. 9.3 The Licensee 10.3 Upstream acknowledges and agrees that USC UBC will not be liable for indirect, consequential or incidental or special damages arising from any breach or breaches of this Agreementagreement. 9.4 10.4 Notwithstanding the termination or expiration of this Agreementagreement, the rights and obligations in Article 9 10 will survive and continue to bind the Licensee Upstream and its successors and permitted assigns.