Common use of Client Indemnification Clause in Contracts

Client Indemnification. Client will indemnify, defend and hold harmless Smarsh, its officers, directors, employees and agents, from and against all claims, losses, damages, liabilities and expenses (including reasonable attorneys’ fees), arising from Client’s breach of any of Client’s obligations under this Section 2. Client’s obligation for indemnification will be predicated upon (a) Smarsh providing Client with prompt written notice upon becoming aware of any such claim, provided that Client will not be relieved of its obligation for indemnification as the result of Xxxxxx’x failure to provide such notice unless Client is actually prejudiced in defending such a claim as a result of Xxxxxx’x failure to provide notice; (b) if requested by Client, and at Client’s expense, Smarsh reasonably cooperating with the defense of such claim; and (c) Smarsh allowing Client sole and exclusive control over the defense and settlement of any such claim.

Client Indemnification. Client will indemnifydefend, defend indemnify and hold harmless Smarsh, its officers, directors, employees and agents, from and against all claims, losses, damages, liabilities and expenses (including fines, penalties, and reasonable attorneys’ fees), arising from or related to the content of Client Data and Client’s breach of any of Client’s its obligations under Section 3 of this Section 2Agreement. Client’s obligation for indemnification Smarsh will be predicated upon (a) Smarsh providing provide Client with prompt written notice upon becoming aware of any such claim, provided ; except that Client will not be relieved of its obligation for indemnification as the result of Xxxxxx’x failure if Smarsh fails to provide such notice unless Client is actually prejudiced in defending such a claim as a result of due to Xxxxxx’x failure to provide noticenotice in accordance with this Section 10.1(a); (b) if requested by Client, and at Client’s expense, Smarsh reasonably cooperating with the defense of such claim; and (c) Smarsh allowing allow Client sole and exclusive control over the defense and settlement of any such claim; and (c) if requested by Client, and at Client’s expense, reasonably cooperate with the defense of such claim.

Client Indemnification. Client will shall indemnify, defend and hold harmless Smarsh, its officers, directors, employees and agents, from and against all claims, losses, damages, liabilities and expenses (including reasonable attorneys’ fees), arising from Client’s breach of any of Client’s obligations under this Section 23. Client’s obligation for indemnification will shall be predicated upon (a) Smarsh providing Client with prompt written notice upon becoming aware of any such claim; provided that, provided that Client will shall not be relieved of its obligation for indemnification as the result of Xxxxxx’x failure to provide such notice unless Client is actually prejudiced in defending such a claim as a result of Xxxxxx’x failure to provide notice; (b) if requested by Client, and at Client’s expense, Smarsh reasonably cooperating with the defense of such claim; and (c) Smarsh allowing Client sole and exclusive control over the defense and settlement of any such claim.

Client Indemnification. Client will indemnify, defend and hold harmless Smarsh, its officers, directors, employees and agents, from and against all claims, losses, damages, liabilities and expenses (including reasonable attorneys’ fees), arising from Client’s breach of any of Client’s obligations under this Section 23. Client’s obligation for indemnification will be predicated upon (a) Smarsh providing Client with prompt written notice upon becoming aware of any such claim; provided that, provided that Client will not be relieved of its obligation for indemnification as the result of Xxxxxx’x failure to provide such notice unless Client is actually prejudiced in defending such a claim as a result of Xxxxxx’x failure to provide notice; (b) if requested by Client, and at Client’s expense, Smarsh reasonably cooperating with the defense of such claim; and (c) Smarsh allowing Client sole and exclusive control over the defense and settlement of any such claim.

Client Indemnification. Client will indemnify, defend and hold harmless Smarsh, its officers, directors, employees and agents, from and against all claims, losses, damages, liabilities and expenses (including reasonable attorneys’ fees), arising from Client’s breach of any of Client’s obligations under this Section 23. Client’s obligation for indemnification will be predicated upon (a) Smarsh providing Client with prompt written notice upon becoming aware of any such claim, provided that Client will not be relieved of its obligation for indemnification as the result of Xxxxxx’x failure to provide such notice unless Client is actually prejudiced in defending such a claim as a result of Xxxxxx’x failure to provide notice; (b) if requested by Client, and at Client’s expense, Smarsh reasonably cooperating with the defense of such claim; and (c) Smarsh allowing Client sole and exclusive control over the defense and settlement of any such claim.