Licensee Indemnity definition

Licensee Indemnity. If Licensee's use of the Image(s) is not authorized by this Agreement, Licensee shall defend, indemnify, and hold ▇▇▇▇ ▇▇▇▇ Photography and its parent, subsidiaries, and commonly owned or controlled affiliates and their respective officers, directors, and employees harmless from all damages, liabilities, and expenses (including reasonable attorneys' fees and costs), arising out of or connected with any actual or threatened lawsuit, claim, or legal proceeding relating to the use of such Image(s) by Licensee, to the extent that such claim relates to the absence of a release or the Licensee's unauthorized use of the Image(s).
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Examples of Licensee Indemnity in a sentence

  • No other indemnification is offered by Licensor under the Agreement Licensee Indemnity.

  • Subject to the limitations and exceptions set forth in this Section 5.2 and in Section 6.3 ("Limitation of Liability; Licensee Indemnity"), SWI warrants for a period of thirty (30) days from the Effective Date that the SWI Software, and if properly installed by Licensee in accordance with SWI's published instructions, will substantially conform to the specifications in the Documentation and that the media on which the software is delivered will be free of defects.

  • The following Sections of this End-User License Agreement shall survive termination of this Agreement: Sections 10 (Intellectual Property Rights Indemnity), 12 (Confidentiality), 14 (Licensee Indemnity), 16 (Compliance) and 17 (Governing Law and Dispute Resolution).

  • Licensee shall indemnify, hold harmless and, at Logi Analytics’ option, defend Logi Analytics from and against all losses, costs and expenses (including reasonable attorneys’ fees), damages and liabilities resulting from any claim by any third party arising from or in connection with any Licensee Indemnity Responsibilities.

  • Licensee shall indemnify, hold harmless, and defend Licensor from and against all losses, expenses (including reasonable attorneys’ fees), damages, and liabilities awarded to a third party resulting from a claim by a third party arising from or in connection with the Licensee Indemnity Responsibilities.

  • The rights granted to Axys under this Section 8.1 (Licensee Indemnity) shall be Axys' sole and exclusive remedy and Licensee's sole obligation for any such third party claim.

  • Licensee Indemnity: Licensee agrees to defend, indemnify and hold GIW and its parent, subsidiaries and commonly owned or controlled affiliates and their respective officers, directors and employees harmless from all damages, liabilities and expenses (including reasonable attorneys' fees and costs), arising out of or as a result of claims by third parties relating to Licensee's use of any Content(s) outside the scope of this Agreement or any other breach by Licensee of this Agreement.

  • Sections 4 (License Fee), 6 (Proprietary Rights and ▇▇▇▇▇▇▇▇▇▇▇▇▇), ▇ (Intellectual Property Indemnity), 9 (Warranty and Disclaimer), 10 (Limitation of Liability), 11 (Licensee Indemnity) and Section II (General) shall survive termination of this Agreement.

  • Licensee shall reimburse LS&Co. in accordance with the Licensee Indemnity requirements of the Agreement.