Red Mile Clause Samples

Red Mile. Red Mile hereby agrees to indemnify, defend and hold harmless Publisher and its officers, directors, shareholders, employees, agents and affiliates, against any and all suits, losses, liabilities, damages, awards, claims, settlements, costs and expenses, including reasonable attorneys’ fees, arising out of or otherwise relating to a claim, lawsuit, or other proceeding by a third party, whether actual or alleged, based upon: (i) any material breach by Red Mile of the Agreement; (ii) any material breach by Red Mile of the warranties, representations and covenants contained in the Agreement, (iii) any trademark, copyright, or patent infringement claim, action, or proceeding relating to any Developed Title or any other claim, action, or proceeding alleging misappropriation or unauthorized use of trade secrets, name and likeness, right of publicity, or similar claim arising in connection with the content of any of the Developed Titles, or (iv) any product liability claim or other claim, action, or proceeding alleging damage or injury to persons or property arising out of any of the Developed Titles.