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.
Appears in 3 contracts
Sources: Independent Sales Organization Sponsorship and Services Agreement, Independent Sales Organization Sponsorship and Services Agreement (EVERTEC, Inc.), Independent Sales Organization Sponsorship and Services Agreement (TII Smart Solutions, Sociedad Anonima)