EVERTEC Indemnification Clause Samples
EVERTEC Indemnification. All Merchant Losses incurred by BPPR for any reason other than gross negligence, willful misconduct or fraud of BPPR will be paid by EVERTEC. EVERTEC will indemnify, defend and hold BPPR harmless from and against any and all obligations, charges, liabilities, costs, fees, or expenses, including court costs and reasonable attorneys’ fees (including allocated costs of internal counsel) that BPPR may incur or that may be claimed against BPPR by any person as a result of: (i) any Material Breach of any covenant or obligation of EVERTEC or its Representatives under this Agreement, (ii) any Material Breach of any representation or warranty of EVERTEC under this Agreement or (iii) any Merchant Loss.
EVERTEC Indemnification. EVERTEC will indemnify, defend and hold BPPR and its Affiliates and their respective present and future officers, directors, employees, agents, successors, assigns and shareholders (collectively with BPPR, “Popular Covered Persons”) harmless from and against any and all losses, charges, damages, liabilities, penalties, costs, fees, or expenses, including court costs and reasonable attorneys’ fees, related to or arising out of: (i) any Material Breach of any covenant, duty or obligation of EVERTEC or its Representatives under this Agreement, (ii) any Material Breach of any representation or warranty of EVERTEC under this Agreement, (iii) any Merchant Losses incurred by BPPR for any reason other than gross negligence, willful misconduct or fraud of BPPR, (iv) the violation by EVERTEC (or any of its Personnel) of any applicable Legal Requirements pertaining to EVERTEC’s rendering of services hereunder (including any violations pertaining to unfair, deceptive or abusive acts and practices) and/or (v) any infringement, misappropriation or violation of any Intellectual Property rights of any third party arising out of the receipt by BPPR or its Affiliates of the services provided by EVERTEC hereunder in accordance with this Agreement.