Common use of Licensor Indemnification Clause in Contracts

Licensor Indemnification. Licensor shall indemnify, defend and hold harmless Licensee, and each of its directors, officers, employees and agents (the “Licensee Indemnitees”) from and against any and all Indemnifiable Losses (as defined in the Separation Agreement) incurred or suffered by any of the Licensee Indemnitees and arising out of, or due to, Licensor’s breach of this Agreement or any representation, warranty, covenant or agreement hereunder.

Licensor Indemnification. Licensor shall indemnify, defend defend, and hold harmless LicenseeLicensor and its affiliates, and each of Licensor’s and its affiliates’ respective officers, directors, officersemployees, employees agents, successors, and agents (the “Licensee Indemnitees”) from and assigns against any and all Indemnifiable Losses (as defined in the Separation Agreement) incurred or suffered by any of the Licensee Indemnitees and arising out ofof or resulting from any third party claim, suit, action, or due to, other proceeding related to or arising out of or resulting from Licensor’s breach of this Agreement or any representation, warranty, covenant covenant, or agreement hereunderobligation under this Agreement, including breach of the University Agreement with respect to the Licensed Patents.

Licensor Indemnification. Licensor shall indemnify, defend defend, and hold harmless LicenseeLicensee and its Affiliates, and each of Licensee’s and its Affiliates’ respective officers, directors, officersemployees, employees agents, successors, and agents (the “Licensee Indemnitees”) from and assigns against any and all Indemnifiable Losses (as defined in the Separation Agreement) incurred or suffered by any of the Licensee Indemnitees and arising out of, of or due to, resulting from any Action related to or arising out of or resulting from (a) Licensor’s breach of this Agreement or any representation, warranty, covenant covenant, or agreement hereunderobligation under this Agreement, or (b) use by Licensee of any Updates or Improvements in accordance with the terms of this Agreement.

Licensor Indemnification. Licensor shall indemnify, defend defend, and hold harmless LicenseeLicensee and its Affiliates, and each of Licensee's and its Affiliates' respective officers, directors, officersemployees, employees agents, successors, and agents (the “Licensee Indemnitees”) from and assigns against any and all Indemnifiable Losses (as defined in the Separation Agreement) incurred or suffered by any of the Licensee Indemnitees and arising out ofof or resulting from any third party claim, suit, action, or due to, other proceeding related to or arising out of or resulting from Licensor’s 's breach of this Agreement or any representation, warranty, covenant covenant, or agreement hereunderobligation under this Agreement (each an "Action").