Common use of PPD Indemnification of TSD Clause in Contracts

PPD Indemnification of TSD. PPD hereby agrees to indemnify, defend and hold harmless TSD and its Affiliates and their directors, officers, agents and employees (the “TSD Indemnitees”) from and against any and all Losses resulting from Claims brought by a Third Party against such TSD Indemnitee based on: (i) breach by PPD or its Affiliates of a representation or warranty contained in this Agreement; (ii) any breach of this Agreement or applicable law by PPD or its Affiliates; (iii) any failure by PPD or its Affiliates to comply in all material respects with applicable laws in [*] Confidential treatment requested; certain information omitted and filed separately with the SEC. connection with the performance of its respective obligations or the exercise or its respective rights under this Agreement; and/or (iv) the negligence or willful misconduct of PPD or its Affiliates in the performance of this Agreement; except to the extent such Losses result from (1) breach by TSD or its Affiliates of a representation or warranty contained in this Agreement; (2) breach of this Agreement or applicable law by the TSD Indemnitee; and/or (3) the negligence or willful misconduct of the TSD Indemnitee in the performance of this Agreement.