Common use of Indemnity of SPP Clause in Contracts

Indemnity of SPP. The Midwest ISO will defend, indemnify and hold SPP harmless from all actual losses, damages, liabilities, claims, expenses, causes of action, and judgments (collectively “Losses”), brought or obtained by third parties against SPP, only to the extent such Losses arise directly from: (a) gross negligence or recklessness, or willful misconduct of Midwest ISO or any of Midwest ISO’s agents or employees, in the performance of the Agreement, except to the extent the Losses arise from (i) gross negligence, recklessness, willful misconduct or breach of contract or law by SPP or any of SPP’s agents or employees, or (ii) as a consequence of strict liability imposed as a matter of law upon SPP or SPP’s agents or employees; (b) Any claim that SPP violated any copyright, patent, trademark, license, or other intellectual property right of a third party in the performance of this Agreement; (c) Any claim arising from the transfer of Intellectual Property in violation of Section 18.2.; and (d) Any claim that the Midwest ISO caused physical personal injury due to gross negligence, recklessness, or willful conduct of its agents while on the premises of SPP.

Indemnity of SPP. The Midwest MIDWEST ISO will defend, indemnify and hold SPP harmless from all actual losses, damages, liabilities, claims, expenses, causes of action, and judgments (collectively “Losses”), brought or obtained by third parties against SPP, only to the extent such Losses arise directly from: (a) gross negligence or recklessness, or willful misconduct of Midwest MIDWEST ISO or any of Midwest MIDWEST ISO’s agents or employees, in the performance of the Agreement, except to the extent the Losses arise from (i) gross negligence, recklessness, willful misconduct or breach of contract or law by SPP or any of SPP’s agents or employees, or (ii) as a consequence of strict liability imposed as a matter of law upon SPP or SPP’s agents or employees; (b) Any claim that SPP violated any copyright, patent, trademark, license, or other intellectual property right of a third party in the performance of this Agreement; (c) Any claim arising from the transfer of Intellectual Property in violation of Section 18.2.; and (d) Any claim that the Midwest MIDWEST ISO caused physical personal injury due to gross negligence, recklessness, or willful conduct of its agents while on the premises of SPP.

Indemnity of SPP. The Midwest ISO will defend, indemnify and hold SPP harmless from all actual losses, damages, liabilities, claims, expenses, causes of action, and judgments (collectively “Losses”), brought or obtained by third parties against SPP, only to the extent such Losses arise directly from: (a) gross negligence or recklessness, or willful misconduct of Midwest ISO or any of Midwest ISO’s ISO‟s agents or employees, in the performance of the Agreement, except to the extent the Losses arise from (i) gross negligence, recklessness, willful misconduct or breach of contract or law by SPP or any of SPP’s SPP‟s agents or employees, or (ii) as a consequence of strict liability imposed as a matter of law upon SPP or SPP’s SPP‟s agents or employees; (b) Any claim that SPP violated any copyright, patent, trademark, license, or other intellectual property right of a third party in the performance of this Agreement; (c) Any claim arising from the transfer of Intellectual Property in violation of Section 18.2.; and (d) Any claim that the Midwest ISO caused physical personal injury due to gross negligence, recklessness, or willful conduct of its agents while on the premises of SPP.