Bellicum Sample Clauses
Bellicum. Bellicum represents and warrants that: (i) it has the legal power, authority and right to enter into this Agreement and to fully perform all of its obligations hereunder; (ii) this Agreement is a legal and valid obligation binding upon it and enforceable in accordance with its terms; (iii) the performance of its obligations hereunder do not conflict with, violate or breach or constitute a default or require any consent under, any contractual obligations of Bellicum.
Bellicum. Bellicum agrees to indemnify, defend and hold BioVec and its Affiliates and their respective directors, officers, employees, agents and their respective successors, heirs and assigns (the “BioVec Indemnitees”) harmless from and against any losses, costs, claims, damages, liabilities or expense (including reasonable attorneys’ and professional fees and other expenses of litigation) (collectively, “Liabilities”) arising, directly or indirectly, out of or in connection with Third Party claims, suits, actions, demands or judgments, relating to (a) the negligence or willful misconduct of Bellicum, its Affiliates or Sublicensees, (b) personal injury or death resulting from any Licensed Product developed, manufactured, used, sold or otherwise distributed by or on behalf of Bellicum, its Affiliates, Sublicensees or other designees; (c) any breach by Bellicum of its representations, warranties or covenants made in this Agreement, except, in each case, to the extent such Liabilities result from the matters described in Section 8.2 (a) or (b); and (d) the exercise by Bellicum, its Affiliates or Sublicensees of the rights granted herein.
Bellicum. BELLICUM represents, warrants and covenants to AGENSYS as follows: BELLICUM and its Affiliates and Permitted Sublicensees are not debarred under the U.S. Federal Food, Drug and Cosmetic Act or comparable laws in any other country or jurisdiction, and it does not, and will not during the Term, employ or use the services of any person or entity who is debarred, in connection with the development, manufacture or commercialization of the Licensed Products.