By Sponsor i) Sponsor shall indemnify, defend and hold harmless, and hereby releases and forever discharges CRSM and all their past, present, former and/or future shareholders, officers, directors, trustees, employees, student workers, agents, attorneys, divisions, parents, subsidiaries, affiliates, successors, administrators, executors, and assigns or insurers (collectively the "CRSM Parties") from any and all claims of liability for any injury or damage to any person or property whatsoever arising from Sponsor's negligence.
By Sponsor. Sponsor hereby assumes full and complete responsibility and liability for the content of all its advertising copy, and for all other work performed or required to be performed by Sponsor under this Sponsorship Agreement, and agrees that all of the foregoing shall be at Sponsor’s sole risk. Sponsor agrees to defend, indemnify, and hold harmless the School District (including their present and future board members, officers, administrators, employees, stakeholders, other representatives, successors and assigns and their respective subsidiaries, affiliates, partners, officers, directors, employees, stakeholders, shareholders, agents, other representatives, successors and assigns) from and against any and all losses, liabilities, damages, claims, demands, suits, and judgments (including, without limitation, attorneys’ fees and the costs of any legal action) arising out of (i) the use of any trademark, service xxxx, logo, design, and other intellectual property right materials provided by Sponsor; (ii) the character, content, and subject matter of any advertising copy displayed by Sponsor; (iii) the design of Sponsor’s advertising or signage; and (iv) any breach of this Sponsorship Agreement by Sponsor. Sponsor fully and forever waives, discharges, and releases the School District from any and all losses, liabilities, damages, claims, demands, suits, and judgments (including, without limitation, attorneys’ fees and the costs of any legal action) arising out of or related to any matter described in clauses (i) through (iv) above.
By Sponsor. Sponsor shall indemnify, defend and hold harmless Hospital and Hospital 's officers, directors, trustees, employees, Investigator and any Co-Investigators (the "Hospital Indemnities") from and against any and all liabilities, damages, losses, claims or expenses (including reasonable attorneys' fees) incurred by or imposed upon the Hospital Indemnities, or any one of them, that result from any allegation that the Device was defective or the negligence of Sponsor in connection with the Clinical Study, except to the extent such liability, damage, loss, claim or expense is attributable to (a) prior treatment giving rise to the condition for which the Device is used, (b) the negligence, reckless or willful misconduct of one or more of the Hospital Indemnities, (c) any failure of one or more of the Hospital Indemnities to adhere strictly to the terms of the Protocol or to follow good clinical practices or (d) a breach of any applicable local law, rule, regulation or practice by one or more of the Hospital Indemnities.
By Sponsor. Sponsor shall indemnify, defend, and hold harmless Organizer and Organizer’s Affiliates, and each of their respective officers, directors, employees, agents, successors, and assigns (each, an “Organizer Indemnitee”) from and against all any and all Losses resulting from any Action arising out of or related to: (i) Sponsor’s advertising, marketing, or promotion of its sponsorship of and attendance at the Event and the Sponsor Marks; (i) the Sponsor Materials, solely as used, presented, displayed, and distributed without alteration and otherwise in strict compliance with this Agreement or (ii) Sponsor’s breach of any representation, warranty, covenant, or obligation of Sponsor under this Agreement.
By Sponsor. In the event Principal Investigator is unable to continue supervision of the Research Program for a period in excess of sixty (60) days, St. Jude shall so notify Sponsor and may nominate a replacement. If St. Jude does not nominate a replacement or if that replacement is unsatisfactory to Sponsor, Sponsor may terminate this Agreement upon thirty (30) days written notice to St. Jude. In the event St. Jude fails to meet its obligations under this Agreement and shall fail to remedy these failures within sixty (60) days after receipt of written notification thereof, Sponsor shall have the option of terminating this Agreement upon written notice thereof, and such right to terminate shall be Sponsor's sole remedy at law or in equity. If this Agreement is terminated by Sponsor due to St. Jude's failure to meet its obligations hereunder, St. Jude shall repay to Sponsor the uncommitted balance, if any, of the Research Program funding which was paid by Sponsor to St. Jude pursuant to Paragraph 4. Any other termination of this Agreement by Sponsor shall not relieve Sponsor of its obligation to pay any monies due or owing to St. Jude at the time of such termination and shall not impair any accrued right of St. Jude. This Agreement may be terminated by either party at any time upon thirty (30) days advance written notice to the other party.
By Sponsor. Sponsor represents and warrants to Forty Niners SC the following:
By Sponsor. The Employee also delegates to the Sponsor the Employee's rights so to amend, provided that the Sponsor amends in the same manner all agreements comparable to this one under which such power has been delegated to it. Such an amendment by the Sponsor shall be communicated in writing to the Employee, the Employer and the Custodian.