Common use of Partner Indemnity Clause in Contracts

Partner Indemnity. Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting or arising from or relating to: (i) Partner’s failure to obtain or maintain any appropriate license, intellectual property rights, or other permissions, regulatory certifications or approvals associated with any product, software, technology, data or other materials Partner provides, request or direct to be installed or integrated as part of the Products or Services; (ii) Partner’s misuse or modification of any Products or Services or violation of Dell’s or Dell Affiliate’s proprietary rights; (iii) Partner’s combination, operation or use of any of the Products or Services with any Third Party Product, where such combination, operation or use infringes or misappropriates any intellectual property right or trade secret of a third party; (iv) fraud, misrepresentation, gross negligence, willful misconduct, or breach of or noncompliance with any provision of this Agreement and/or any of the applicable local laws; (v) tax liabilities that are Partner’s responsibility; (vi) the provision of Partner’s own products, software, or services;

Partner Indemnity. Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting or arising from or relating to: (i) Partner’s failure to obtain or maintain any appropriate license, intellectual property rights, or other permissions, regulatory certifications or approvals associated with any product, software, technology, data or other materials Partner provides, request or direct to be installed or integrated as part of the Products or Services; (ii) Partner’s misuse or modification of any Products or Services or violation of Dell’s or Dell Affiliate’s proprietary rights; (iii) Partner’s combination, operation or use of any of the Products or Services with any Third Party Product, where such combination, operation or use infringes or misappropriates any intellectual property right or trade secret of a third party; (iv) fraud, misrepresentation, gross negligence, willful misconduct, or breach of or noncompliance with any provision of this Agreement and/or any of the applicable local laws; (v) tax liabilities that are Partner’s responsibility; (vi) the provision of Partner’s own products, software, or services;; (vii) the relationship or transactions between Partner and an End User; (viii) any false or inaccurate representation by Partner or its agent regarding an