Common use of Limitation xx Xxxexxxxxxx Clause in Contracts

Limitation xx Xxxexxxxxxx. The indemnities provided in this Section 5 by Customer to Morgan Stanley and its affiliates shall be inapplicable in the event xx xxy xxxxxx, liabilities, damages, costs or expenses arising out of, or based upon, any material breach of any agreement of Morgan Stanley contained in this Agreement to the extent caused by sxxx xxexx. Xxxewise, the indemnities provided in this Section 5 by Morgan Stanley to Customer and its successors and assigns shall be ixxxxxxcxxxx xx the event of any losses, liabilities, damages, costs or expenses arising out of, or based upon, any material breach of any representation, warranty or agreement of Customer contained in this Agreement to the extent caused by such breach.