Common use of Indemnification and Remedies Clause in Contracts

Indemnification and Remedies. You agree to indemnify and hold Xxxxxx and its employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers and shareholders harmless from and against any and all claims, demands, losses, damages, penalties, costs or expenses (including reasonable attorneys’ and expert witness’ fees and costs) of any kind or nature, arising from or relating to any violation, breach or nonfulfillment by you of any provision of this license. If you are obligated to provide indemnification pursuant to this provision, Xxxxxx may, in its sole and absolute discretion, control the disposition of any indemnified action at your sole cost and expense. Without limiting the foregoing, you may not settle, compromise or in any other manner dispose of any indemnified action without the consent of Xxxxxx. If you breach any material term of this license, Xxxxxx shall be entitled to equitable relief by way of temporary and permanent injunction and such other and further relief as any court with jurisdiction may deem just and proper.

Appears in 3 contracts

Samples: License Agreement, License Agreement, License Agreement

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Indemnification and Remedies. You agree to indemnify and hold Xxxxxx and its employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers and shareholders harmless from and against any and all claims, demands, losses, damages, penalties, costs or expenses (including reasonable attorneys' and expert witness' fees and costs) of any kind or nature, arising from or relating to any violation, breach or nonfulfillment by you of any provision of this license. If you are obligated to provide indemnification pursuant to this provision, Xxxxxx may, in its sole and absolute discretion, control the disposition of any indemnified action at your sole cost and expense. Without limiting the foregoing, you may not settle, compromise or in any other manner dispose of any indemnified action without the consent of Xxxxxx. If you breach any material term of this license, Xxxxxx shall be entitled to equitable relief by way of temporary and permanent injunction and such other and further relief as any court with jurisdiction may deem just and proper.

Appears in 1 contract

Samples: License Agreement

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