Common use of Lexicon Indemnity Obligations Clause in Contracts

Lexicon Indemnity Obligations. Lexicon agrees to defend, indemnify and hold BMS, its Affiliates and their respective employees and agents harmless from all claims, losses, damages or expenses (including reasonable attorneys' fees and costs of litigation) in connection with any claims made or suits brought against BMS by a Third Party relating to this Agreement arising as a result of: (a) actual or asserted violations of any applicable Law by Lexicon, its Sublicensees and their respective Affiliates by virtue of which any Lexicon Products manufactured, distributed or sold hereunder shall be alleged or determined to be adulterated, misbranded, mislabeled or otherwise not in compliance with any applicable Law; (b) claims for bodily injury, death or property damage attributable to the manufacture, distribution, sale or use of any Lexicon Products by Lexicon, its Sublicensees and their respective Affiliates; (c) a Lexicon Product recall ordered by a governmental agency or required by a confirmed Lexicon Product failure as reasonably determined by the parties hereto; (d) Lexicon's breach of any of its representations, warranties or covenants hereunder; or (e) the negligence or willful misconduct of Lexicon, its officers, employees or agents.

Lexicon Indemnity Obligations. Lexicon agrees to defend, indemnify and hold BMSOrganon, its Affiliates and their respective employees and agents harmless from all claims, losses, damages or expenses (including reasonable attorneys' fees and costs of litigation) in connection with any claims made or suits brought against BMS by a Third Party relating to this Agreement arising as a result of: (a) actual or asserted violations of any applicable Law law or regulation by Lexicon, its Sublicensees (sub)licensees and their respective Affiliates by virtue of which any Lexicon Products manufactured, distributed or sold by Lexicon hereunder as Continuing Party shall be alleged or determined to be adulterated, misbranded, mislabeled or otherwise not in compliance with any applicable Lawlaw or regulation; (b) claims for bodily injury, death or property damage attributable to the manufacture, distribution, sale or use of any Lexicon Products by LexiconLexicon as Continuing Party, its Sublicensees (sub)licensees and their respective Affiliates; (c) a recall of a Lexicon Product recall manufactured, distributed or sold by Lexicon hereunder as the Continuing Party ordered by a governmental agency or required by a confirmed Lexicon Product failure as reasonably determined by the parties hereto; or (d) Lexicon's breach of any of its representations, warranties or covenants hereunder; or (e) the negligence or willful misconduct of Lexicon, its officers, employees or agents.

Lexicon Indemnity Obligations. Lexicon agrees to defend, indemnify and hold BMSSchering-Plough, its Affiliates and their respective employees and agents harmless from all claims, losses, damages or expenses (including reasonable attorneys' ’ fees and costs of litigation) in connection with any claims made or suits brought against BMS by a Third Party relating to this Agreement arising as a result of: (a) actual or asserted violations of any applicable Law law or regulation by Lexicon, its Sublicensees (sub)licensees and their respective Affiliates by virtue of which any Lexicon Reverted Products manufactured, distributed or sold by Lexicon hereunder shall be alleged or determined to be adulterated, misbranded, mislabeled or otherwise not in compliance with any applicable Lawlaw or regulation; (b) claims for bodily injury, death or property damage attributable to the manufacture, distribution, sale or use of any Lexicon Reverted Products by Lexicon, its Sublicensees (sub)licensees and their respective Affiliates; (c) a recall of a Reverted Product manufactured, distributed or sold by Lexicon Product recall hereunder ordered by a governmental agency or required by a confirmed Lexicon Reverted Product failure as reasonably determined by the parties hereto; or (d) Lexicon's ’s breach of any of its representations, warranties or covenants hereunder; or (e) the negligence or willful misconduct of Lexicon, its officers, employees or agents.

Lexicon Indemnity Obligations. Lexicon agrees to defend, indemnify and hold BMS, its Affiliates and their respective employees and agents harmless from all claims, losses, damages or expenses (including reasonable attorneys' ’ fees and costs of litigation) in connection with any claims made or suits brought against BMS by a Third Party relating to this Agreement arising as a result of: (a) actual or asserted violations of any applicable Law by Lexicon, its Sublicensees and their respective Affiliates by virtue of which any Lexicon Products manufactured, distributed or sold hereunder shall be alleged or determined to be adulterated, misbranded, mislabeled or otherwise not in compliance with any applicable Law; (b) claims for bodily injury, death or property damage attributable to the manufacture, distribution, sale or use of any Lexicon Products by Lexicon, its Sublicensees and their respective Affiliates; (c) a Lexicon Product recall ordered by a governmental agency or required by a confirmed Lexicon Product failure as reasonably determined by the parties hereto; (d) Lexicon's ’s breach of any of its representations, warranties or covenants hereunder; or (e) the negligence or willful misconduct of Lexicon, its officers, employees or agents.