Common use of Aurora Indemnification Clause in Contracts

Aurora Indemnification. Aurora hereby agrees to indemnify, defend and hold BMS and its Affiliates, and their respective officers, directors, employees, consultants, contractors, sublicensees (where approved by Aurora), and agents (collectively, the "BMS Indemnitees") harmless from and against any and all damages or other amounts payable to a Third Party, as well as any reasonable attorneys' fees and costs of litigation incurred by such Indemnitee as to such Claim until Aurora has acknowledged that it will provide indemnification hereunder with respect to such Claim as provided below, (collectively, "Damages") resulting from claims, suits, proceedings or causes of action ("Claims") brought by a Third Party directed to: *** except to the extent such Damages are attributable to: (i) a violation of law, regulation or court order by any BMS Indemnitee, (ii) a violation of any contractual or fiduciary duty owed by any BMS indemnittee to a Third Party, (iii) the misappropriation by any such BMS Indemnitee of the trade secrets of any Third Party, (iv) any negligent act or omission or intentional misconduct of any BMS Indemnitee, (v) any breach of this Agreement or misrepresentation contained herein by a BMS Indemnitee, (vi) *** (vii) *** ***CONFIDENTIAL TREATMENT REQUESTED

Aurora Indemnification. 9.5.1 Aurora hereby agrees to indemnify, defend and hold BMS Senomyx and its Affiliates, and their respective officers, directors, employees, consultants, contractors, sublicensees (where approved by Aurora), employees and agents (collectively, collectively the "BMS Senomyx Indemnitees") harmless from and against any all damages, losses, liabilities, expenses and costs or other amounts payable to a Third Party, including reasonable attorneys' fees and costs of litigation, resulting from a claim, demand, action, suit, or other proceeding brought or threatened by a Third Party against a Senomyx Indemnitee based on Aurora's gross negligence, intentional misconduct, trade secret misappropriation or material misrepresentations contained herein. IN NO EVENT SHALL AURORA BE LIABLE FOR ANY INDIRECT, INCIDENTAL,SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY SENOMYX RESULTING FROM THE EXERCISE OF ANY RIGHTS GRANTED IN ACCORDANCE WITH THIS AGREEMENT. 9.5.2 Aurora hereby agrees to indemnify, defend and hold The Regents of the University of California, National Institute of Health, and the ▇▇▇▇▇▇ ▇▇▇▇▇▇ Medical Institute and its respective officers, sponsors, directors, employees and agents (collectively the "IP Indemnitees") harmless from and against all damages or other amounts payable to a Third Party, as well as any including reasonable attorneys' fees and costs of litigation incurred by such Indemnitee as litigation, resulting or arising from the exercise of rights under the license granted from Senomyx to such Claim until Aurora has acknowledged that it will provide indemnification hereunder with respect under Section 4.2 and pursuant to such Claim as provided below, (collectively, "Damages") resulting from claims, suits, proceedings or causes of action ("Claims") brought by a Third Party directed to: *** except to the extent such Damages are attributable to: (i) a violation of law, regulation or court order by any BMS Indemnitee, (ii) a violation of any contractual or fiduciary duty owed by any BMS indemnittee to a Third Party, (iii) the misappropriation by any such BMS Indemnitee agreement between The Regents of the trade secrets University of any Third PartyCalifornia and Senomyx, (iv) any negligent act or omission or intentional misconduct of any BMS Indemnitee, (v) any breach of this Agreement or misrepresentation contained herein by a BMS Indemnitee, (vi) *** (vii) *** ***CONFIDENTIAL TREATMENT REQUESTEDincluding product liability.

Aurora Indemnification. Aurora hereby agrees to indemnify, defend and hold BMS PD, and its Affiliates, and their respective officers, directors, employees, consultants, contractors, sublicensees (where approved by Aurora), and agents (collectively, the "BMS PD Indemnitees") harmless from and against any and all damages or other amounts payable to a Third Party, as well as any including reasonable attorneys' fees and costs of litigation incurred by such Indemnitee as to such Claim until Aurora has acknowledged that it will provide indemnification hereunder with respect to such Claim as provided belowlitigation, (collectively, "Damages") resulting from claims, suits, proceedings a suit brought or causes of action ("Claims") brought threatened by a Third Party directed to: against a PD Indemnitee for *** misconduct relating to Aurora's performance under this Agreement, (b) Aurora's performance under this Agreement in the course of the Collaborative Screen Program at Aurora, (c) Aurora's intentional violation of any law, rule, or regulation (not including a law, rule or regulation relating to intellectual property) and (d) *** except to the extent such Damages damages or other amounts payable are attributable to: (i) a violation of law, regulation or court order by any BMS PD Indemnitee, (ii) a violation of any contractual or fiduciary duty owed by any BMS indemnittee PD Indemnitee to a Third Party, (iii) the misappropriation by any such BMS PD Indemnitee of the trade secrets of any Third Party, (iv) any negligent or wrongful act or omission or intentional misconduct of any BMS PD Indemnitee, (v) PD's use of the System, (vi) any breach of this Agreement by a PD Indemnitee or misrepresentation contained herein herein, or (vii inappropriate use (including patent infringement) by Aurora of a target selected, or Compounds provided under this Agreement by PD that is owned or otherwise controlled by a BMS Indemnitee, (vi) Third Party or a Third Party's patent rights. IN NO EVENT SHALL AURORA BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED BY PD RESULTING FROM PD.AURORA COLLABORATION AGREEMENT 28 *** (vii) *** ***CONFIDENTIAL TREATMENT REQUESTEDREQUESTED 32 THE EXERCISE OF ANY RIGHTS GRANTED IN ACCORDANCE WITH THIS AGREEMENT.