Common use of Customer Indemnity Clause in Contracts

Customer Indemnity. Customer shall indemnify, defend and hold harmless Service Provider against any third party claims and/or fines that are based on: (i) Customer’s use of the Services to the extent in violation of the Usage Restrictions as stated in section 5.1 above; (ii) Customer`s breach of an applicable data protection law; or (iii) Customer`s Data and any other information or material uploaded or used together with the Services. Service Provider shall reasonably cooperate in the defense of such claim, if requested by Customer, where Customer will reimburse Service Provider’s reasonable out-of-pocket costs incurred in connection with such cooperation. Customer shall – if decided by Service Provider - have the sole authority to defend or settle the claim, provided such settlement does not involve any payment by Service Provider or admission of wrongdoing by Service Provider.

Appears in 10 contracts

Samples: And Services Subscription Agreement, Software and Services Subscription Agreement, Subscription Agreement

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Customer Indemnity. Customer shall indemnify, defend and hold harmless Service Provider against any third party claims and/or fines that are based on: (i) Customer’s use of the Services to the extent in violation of the Usage Restrictions as stated in section 5.1 above; (ii) Customer`s breach of an applicable data protection law; or (iii) Customer`s Data and any other information or material uploaded or used together with the Services. Service Provider shall reasonably cooperate in the defense of such claim, if requested by CustomerXxxxxxxx, where Customer will reimburse Service Provider’s reasonable out-of-pocket costs incurred in connection with such cooperation. Customer shall – if decided by Service Provider - have the sole authority to defend or settle the claim, provided such settlement does not involve any payment by Service Provider or admission of wrongdoing by Service Provider.

Appears in 8 contracts

Samples: And Services Subscription Agreement, And Services Subscription Agreement, Hilti On

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