LUMINEX Indemnity Sample Clauses
LUMINEX Indemnity. LUMINEX shall defend and/or settle any claim, ----------------- complaint, suit, proceeding or cause of action (collectively and individually referred to as a "Claim") brought against BIO-RAD by a third party for infringement of any third party copyright, trademark, trade secret or patent by the Standard Beads or Luminex100 System, each as delivered by LUMINEX hereunder, subject to the requirements of Section 11.2 below. LUMINEX shall pay [**] amounts finally awarded against BIO-RAD (including reasonable attorneys' fees and court costs) together with any costs of End Users or purchasers of the BIO- RAD System to the extent specifically included under Section 11.4 below, in each event only to the extent attributable to such Claim. Notwithstanding the provisions of this Section 11.1, LUMINEX will not have any obligation under this Article 11 to the extent a Claim for infringement is based upon (i) modified Standard Beads or Luminex100 System if such infringement would have been avoided by use of the Standard Beads or Luminex100 System as provided by LUMINEX (unless such modifications are made by LUMINEX), (ii) use of the Standard Beads or Luminex100 System in applications or for purposes other than for which the same were intended within the Fields, or (iii) completed products or equipment or any assembly, combination, method or process in which the Standard Beads or Luminex100 System are used, to the extent the infringement would not have resulted if the Standard Beads and Luminex100 System were not incorporated into the BIO-RAD System. It is understood and agreed that if the use of the Luminex100 System would infringe a third party patent if used with Standard Beads bound to any analyte generally, the Claim of infringement would be included as part of LUMINEX's indemnification obligations under this Section 11.1.
LUMINEX Indemnity. LUMINEX shall defend and/or settle any claim, ----------------- complaint, suit, proceeding or cause of action (collectively and individually referred to as a "Claim") brought against BIO-RAD by a third party for infringement of any third party copyright, trademark, trade secret or patent by the Standard Beads or Luminex100 System, each as delivered by LUMINEX hereunder, subject to the requirements of Section 11.2
LUMINEX Indemnity. Subject to the requirements of this Section 11.1 and Section 11.2, Luminex shall defend and/or settle, indemnify and hold harmless TM, its Affiliates or any of their respective officers, directors, shareholders, employees, agents or contractors from all costs, expenses and damages (including reasonable attorneys’ fees, legal expenses and court costs) (collectively, the “Losses”) resulting from or in connection with any claim, complaint, suit, allegation, proceeding or cause of action (each a “Claim”) by a third party for infringement of any third party intellectual property right (including copyright, trademark, or patent) by the Luminex Instruments or Beads, as delivered by Luminex hereunder; or as modified by Luminex or its authorized agents, representatives or subcontractors (including TM) (provided, in the case of such agents, representative and subcontractors only if the modifications were expressly authorized by Luminex). Luminex shall pay all Losses finally awarded against TM, its Affiliates or any of their respective officers, directors, shareholders, employees, agents or contractors, resulting from a settlement, or otherwise incurred in connection with the Claim (whether or not a final settlement is rendered or a judgment or award is granted and whether or not TM or any of its officers, directors, shareholders, employees, agents or contractors is named party to the Claim). Notwithstanding the provisions of this Section 11.1, Luminex will not have any obligation under this Article 11 to the extent a Claim for infringement is based upon and is attributed to: (i) a Luminex Instrument that was modified by TM, its Affiliates or a third party other than Luminex or its authorized agents, representatives or subcontractors; (ii) modifications to the Luminex Instrument or any portion thereof by a third party other than Luminex, its agents, representatives or subcontractors (provided, in the case of such agents, representatives, and subcontractors that the modifications were expressly authorized by Luminex) if such infringement would have been avoided by use of the Luminex Instrument as provided by Luminex; (iii) use of the Luminex Instrument or any portion thereof by TM in applications or for purposes other than for which the same was authorized by Luminex or intended within the Fields; or (iv) completed products or equipment or any assembly, combination, method or process in which the Luminex Instrument and Beads are used by TM, to the extent the infringem...
LUMINEX Indemnity. Luminex shall defend and/or settle any claim, complaint, suit, proceeding, liability, demand, loss, cost, expense or cause of action (collectively and individually referred to as a “Claim”) to the extent brought against DiaCatta by a third party for infringement of any patents, copyrights and trademark of any third party by the Luminex Products, as delivered by Luminex hereunder, subject to the requirements of this Section 11.1 (Luminex Indemnity) and Section 11.2