Common use of Aurora Clause in Contracts

Aurora. AURORA shall indemnify, defend and hold harmless PACKARD and its AFFILIATES, and the directors, officers, employees, agents and counsel of PACKARD and such AFFILIATES, and the successors and assigns of any of the foregoing (the "PACKARD Indemnitees"), from and against any and all liabilities, damages, losses, costs or expenses (including reasonable attorneys' and professional fees and other expenses of litigation and/or arbitration) resulting from a claim, suit or proceeding brought by a third party against a PACKARD Indemnitee, arising from or occurring as a result of (a) activities performed by AURORA in the Collaboration Program, except to the extent caused by the negligence or willful misconduct of a PACKARD Indemnitee; or (b) use by PACKARD of AURORA TECHNOLOGY (other than patent rights subject to the UC LICENSE as to which no indemnification is provided); or (c) the use by PACKARD of, or the manufacture or commercialization by PACKARD of, any AURORA REAGENTS (other than AURORA UC REAGENTS as to which no indemnification is provided) or any PRODUCT to the extent it embodies AURORA TECHNOLOGY (other than patent rights subject to the UC LICENSE as to which no indemnification is provided).