By SPE Sample Clauses

By SPE. SPE hereby represents and warrants as follows:
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By SPE. SPE shall indemnify, defend and hold harmless Philips, its Affiliates and their respective directors, officers, agents and employees (the “Philips Indemnitees”) from and against any and all Losses resulting from or arising out of a Third Party Claim against any one or more of the Philips Indemnitees, to the extent based on: (a) the breach by SPE of this Agreement, including without limitation a representation or warranty or covenant contained in Section 7; (b) the violation of applicable law by SPE or its Affiliates; or (c) the negligence or willful misconduct of SPE or its Affiliates; except to the extent for which Philips is required to indemnify, defend and hold harmless SPE pursuant to Section 10.1; and all limited to the extent the claims are related to this Agreement and connected to FOSSL Technology.
Sample 1
By SPE. SPE warrants that it has the full right and authority to enter into and perform this Agreement. SPE makes no other representations or warranties, express or implied. Without limiting the generality of the foregoing, SPE makes no warranty or representation as to (i) the manner or extent, if, any to which SPE and its affiliates (including SPCP) will exploit the Property (except as otherwise expressly set forth in Section 13.d and 13.e of this Agreement), (ii) the number of Pictures, television programs or other audiovisual productions, if any, which will be developed or produced by SPE, (iii) whether SPCP will develop or carry out a merchandising program with respect to the Property (subject to compliance by SPCP with its express obligations under Section 11 with respect to the exploitation of Picture-Related Items and Series-Related Items by the LP), (iv) the quality, success or market acceptance of any Picture, television program, or other audiovisual program or of any merchandising and licensing program, or (v) the amount of Gross Proceeds, AGR or Marvel LP Share, if any, which may be generated hereunder or received by Marvel.
Sample 1
By SPE. SPE shall indemnify, defend and hold harmless Philips, its Affiliates and their respective directors, officers, agents and employees (the “Philips Indemnitees”) from and against any and all Losses resulting from or arising out of a Third Party Claim against any one or more of the Philips Indemnitees, to the extent based on: [***]
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Related to By SPE

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  • SERVICE MONITORING, ANALYSES AND ORACLE SOFTWARE 11.1 We continuously monitor the Services to facilitate Oracle’s operation of the Services; to help resolve Your service requests; to detect and address threats to the functionality, security, integrity, and availability of the Services as well as any content, data, or applications in the Services; and to detect and address illegal acts or violations of the Acceptable Use Policy. Oracle monitoring tools do not collect or store any of Your Content residing in the Services, except as needed for such purposes. Oracle does not monitor, and does not address issues with, non-Oracle software provided by You or any of Your Users that is stored in, or run on or through, the Services. Information collected by Oracle monitoring tools (excluding Your Content) may also be used to assist in managing Oracle’s product and service portfolio, to help Oracle address deficiencies in its product and service offerings, and for license management purposes.

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