Hearst Sample Clauses
Hearst. Hearst shall indemnify, defend and hold harmless TC ------ and its Affiliates and their respective employees, officers, directors, and agents (the "TC Parties") from any and all Losses of whatever type or kind -- ------- arising out of any breach by Hearst of any of the terms and conditions of this Agreement. TC shall cooperate with, and assist, Hearst with respect to any such Losses by (i) promptly notifying Hearst of any such Losses (provided that the failure to give such notice shall not affect Hearst's indemnification obligations except to the extent that Hearst is actually prejudiced thereby), (ii) promptly providing to Hearst any reasonably requested documents in its possession, custody, or control, and (iii) making its personnel familiar with the facts available to Hearst, except that Hearst shall reimburse TC for any out-of-pocket travel, lodging, and subsistence expenses necessarily and reasonably incurred by TC in effecting such cooperation.
Hearst. Hearst will indemnify, defend and hold Leaf Group and its Affiliates (and the respective directors, officers, employees and representatives of each) harmless from and against any and all third party claims, judgments, damages, liabilities, losses, costs and expenses (including reasonable attorneys’ fees) (together, “Third Party Claims”), to the extent that such Claim arises out of: (a) any allegation that any Hearst Content, any Advertising sold or provided by Hearst in connection with a Hosted Website, or any changes directly made by Hearst to the Existing Content or any component of the foregoing: (i) infringes any third party Intellectual Property Right; (ii) violates any right of name and likeness, publicity, personality or privacy; or (iii) is harmful, defamatory, slanderous, libelous, threatening, obscene, harassing or discriminatory or violates any applicable Law; (b) any breach or alleged breach by Hearst of any of its representations or warranties in this Agreement; or (c) any allegation that Hearst violates any applicable privacy rights or applicable Law.