Common use of ABX Clause in Contracts

ABX. ABX shall indemnify and hold harmless AVI, and its directors, officers, employees and agents, from and against all Liabilities resulting from any claims, demands, actions or other proceedings by any third party arising from (i) the material breach of any representation, warranty or covenant by ABX under this Agreement , or (ii) any use by ABX of the Confidential Information of AVI; provided, however, that ABX shall not be obligated to indemnify or hold harmless AVI for such Liabilities to the extent that such Liabilities arise from the gross negligence or willful misconduct of AVI.

ABX. ABX shall indemnify and hold harmless AVI, and its directors, officers, employees and agents, from and against all Liabilities resulting from any claims, demands, actions or other proceedings by any third party arising from (i) the material breach of any representation, warranty or covenant by ABX under this Agreement Agreement, or (ii) any use by ABX of the Confidential Information of AVI; provided, however, that ABX shall not be obligated to indemnify or hold harmless AVI for such Liabilities to the extent that such Liabilities arise from the gross negligence or willful misconduct of AVI.