By Samsung Sample Clauses
By Samsung. Samsung shall indemnify and hold harmless ▇▇▇▇▇▇▇.▇▇▇ ---------- against Damages arising out of (i) any claim arising from Samsung's actions or omissions in its marketing, advertising, sales, distribution or sublicense of the Products, (ii) any claim of infringement of a valid, registered trademark is asserted against ▇▇▇▇▇▇▇.▇▇▇ by a third party based upon ▇▇▇▇▇▇▇.▇▇▇'s use, in full compliance with this Agreement, of Samsung's trademarks in connection PAGE 13 ▇▇▇▇▇▇▇.▇▇▇, Inc Proprietary and Confidential - For Intended Recipient Only with the marketing or advertising of the Products, and (iii) any breach of any covenant required to be performed by Samsung hereunder; provided, that, in each case Samsung shall have (x) received from ▇▇▇▇▇▇▇.▇▇▇ notice of said claim within ten (10) days of the assertion thereof; (y) have received from ▇▇▇▇▇▇▇.▇▇▇ the exclusive right to control and direct the investigation, defense, or settlement of such claims; and (z) received complete cooperation and assistance of ▇▇▇▇▇▇▇.▇▇▇.
By Samsung. (i) if Licensee has breached any terms of this Agreement; or (ii) if Samsung is required by law to terminate this Agreement or the rights granted by Samsung; or (iii) Licensee is declared insolvent or bankrupt;
By Samsung. During the Term, Samsung and its Affiliates shall not (i) conduct, participate in or sponsor, directly or indirectly, any activity directed to the Field with any Third Party or (ii) appoint, license or otherwise authorize any Third Party to conduct activities directed to the Field, whether pursuant to such license, appointment, or authorization or otherwise. PAYMENT