Playboy’s Indemnification Sample Clauses

Playboy’s Indemnification. Playboy shall indemnify, defend and hold harmless TESC, its Affiliates, and each of their present and future contractors, subcontractors, authorized distributors, authorized Sub-Distributors (in compliance with the terms of this Lease), directors, members, officers, employees and agents, and each of their respective assigns, heirs successors and legal representatives (collectively, the "TESC Indemnitees") from, against and with respect to any and all third-party claims, losses, damages, lawsuits, judgments, actions, penalties, liabilities, costs and expenses (including reasonable court costs and outside attorneys' fees) (collectively, "Claims") incurred in connection with any civil, criminal, administrative and other claims against any of the TESC Indemnities arising out of or relating to: (i) the breach or alleged breach or default by Playboy of any provision contained in the Lease; (ii) the content of the Services (including, without limitation, advertising), including, without limitation, any claims alleging that the transmission of any content is defamatory, libelous, slanderous, obscene, or violates or infringes any copyright, trademark, right of privacy or literary, dramatic or music performance right or any other right of any person or entity; (iii) the sale or marketing of any products or services by, through or on the Services (unless the relevant materials are provided by TESC); (iv) Playboy's or the Services' failure to comply with all Laws or any other failure on Playboy's part that causes TESC or its Affiliates to violate any Law or court or administrative decree; (v) Playboy's failure to have acquired at the pertinent time when all or part of the Services are made available to Affiliate, good title to, and/or each and every property right or other right necessary for it to satisfy the obligations imposed on it pursuant to this Lease; (vi) Playboy's advertising and marketing of the Services; (vii) materials relating to the Services, including without limitation advertising or promotional copy, supplied or permitted by Playboy; and/or (viii) the delivery by TESC or a Subdistributor of any of the Services to any geographic area, except as limited herein below, which indemnification obligation contained in (viii) above shall cover any claim based on a violation of any Law, whether civil or criminal law whether brought by a governmental authority or a private party.