Client liability. Client shall be liable to and shall indemnify and hold harmless CMS and its officers, directors and employees ("CMS Indemnified Parties") from and against any and all Losses suffered by any of them arising out of or in connection with this Agreement or the performance of CMS's duties hereunder (including, without limitation, any such Losses arising from reliance by CMS on materials received from Client as provided in Section 5.7 above), except to the extent that such Losses arise from the gross negligence or misconduct of CMS.
Appears in 2 contracts
Sources: Stored Value Card Account Servicing Agreement (Morgan Beaumont Inc), Stored Value Card Account Servicing Agreement (Morgan Beaumont Inc)