Common use of By Licensor Clause in Contracts

By Licensor. Licensor shall defend, indemnify, protect and hold Licensee and its officers, directors and employees harmless against any and all claims, damages, losses, costs or other expenses (including reasonable attorneys’ fees) that arise directly or indirectly out of or from any breach of this Agreement by Licensor or the use or modification of the Technology, the Process, or the Intellectual Property rights by Licensor or by others to whom Licensor has provided access thereto.

Appears in 2 contracts

Samples: Technology License Agreement (Medicine Man Technologies, Inc.), Technology License Agreement (CannLabs, Inc.)

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By Licensor. Licensor shall defend, indemnify, protect indemnify and hold Licensee and its directors, officers, directors medical and professional staff, employees and agents and their respective successors, heirs and assigns harmless against any and all claimscosts, liabilities, damages, lossesexpenses, costs or other expenses and losses (including reasonable attorneys’ feesattorney fees and costs) that arise directly incurred through claims, suits, actions, demands, or indirectly judgments of third parties against Licensee based on, or arising out of or from any of, Licensor’s breach of any representation, warranty, covenant or obligation in this Agreement by Licensor or the use or modification of the Technology, the Process, or the Intellectual Property rights by Licensor or by others to whom Licensor has provided access theretoAgreement.

Appears in 1 contract

Samples: License Agreement (Echo Therapeutics, Inc.)

By Licensor. Licensor shall defend, indemnify, protect and hold Licensee and harmless Customer, its officers, directors directors, trustees, employees, agents, representatives, affiliates, and employees harmless permitted assigns, from and against any and all losses, liabilities, claims, damages, lossesactions, suits, proceedings, settlements, judgments, costs or other and expenses (including without limitation reasonable attorneys’ attorney's fees) that arise directly or indirectly arising out of or from any breach of this Agreement by Licensor or the use or modification of the Technology, the Process, or the Intellectual Property rights by Licensor or by others to whom Licensor has provided access thereto.in connection with

Appears in 1 contract

Samples: License Agreement

By Licensor. Licensor agrees to defend Licensee, its Affiliates and its and their respective directors, officers, employees and agents at Licensor’s cost and expense, and shall defend, indemnify, protect indemnify and hold harmless Licensee and its Affiliates and its and their respective directors, officers, directors employees and employees harmless agents from and against any liabilities, losses and all claims, damages, losses, costs or other expenses damages (including reasonable attorneys’ feescosts, fees and expenses) that arise directly or indirectly out of or arising from any breach of this Agreement any representation, warranty or covenant by Licensor or the use or modification of the Technology, the Process, or the Intellectual Property rights by Licensor or by others to whom Licensor has provided access theretounder this Agreement.

Appears in 1 contract

Samples: License Agreement (Viamet Pharmaceuticals Holdings LLC)

By Licensor. The Licensor shall defend, indemnify, protect defend and hold Licensee harmless Licensee, its Affiliates and its their respective directors, officers, directors shareholders, successors and employees harmless against assigns from all Damages arising from (a) any and all claimsClaim to the extent such Claim is attributable to the joint, damagesconcurrent or sole negligence, lossesgross negligence, costs or willful misconduct or strict liability of Licensor, or its agents, employees, representatives, contractors or other expenses Persons acting or engaged by, through or under Licensor., (including reasonable attorneys’ feesb) that arise directly or indirectly out any material breach by Licensor of or from any breach provision of this Agreement by Licensor or the use or modification of the Technology, the Process, or the Intellectual Property rights by Licensor or by others to whom Licensor has provided access theretoAgreement.

Appears in 1 contract

Samples: License Agreement (Ipcs Inc)

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By Licensor. Licensor shall defend, indemnify, protect indemnify and hold harmless the Licensee from and its officers, directors and employees harmless against any and all claimslosses asserted against, damagesincurred, lossessustained or suffered by Licensee and/or the Representatives of Licensee as a result of, costs or other expenses (including reasonable attorneys’ fees) that arise directly or indirectly arising out of or from relating to a claim that the Platform or any breach Licensor's intellectual property as delivered to Licensee infringes or misappropriates the intellectual property of this Agreement by Licensor or the use or modification of the Technology, the Process, or the Intellectual Property rights by Licensor or by others to whom Licensor has provided access theretoany third party.

Appears in 1 contract

Samples: Development and Platform License Agreement

By Licensor. Licensor shall defend, indemnify, protect indemnify and hold harmless the Licensee from and its officers, directors and employees harmless against any and all claimslosses asserted against, damagesincurred, lossessustained or suffered by Licensee and/or the Representatives of Licensee as a result of, costs or other expenses (including reasonable attorneys’ fees) that arise directly or indirectly arising out of or from relating to a claim that the Platform or any breach Licensor’s intellectual property as delivered to Licensee infringes or misappropriates the intellectual property of this Agreement by Licensor or the use or modification of the Technology, the Process, or the Intellectual Property rights by Licensor or by others to whom Licensor has provided access theretoany third party.

Appears in 1 contract

Samples: Teletherapy Professional Development and Platform License Agreement

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