Common use of Indemnification by AI Clause in Contracts

Indemnification by AI. AI shall indemnify and hold harmless Vysis and its Affiliates against any and all claims (including product liability and personal injury claims), demands, actions, proceedings, liabilities, losses, damages, costs and expenses, including, without limitation, reasonable expert witness and attorneys' fees and costs which may be asserted against or incurred by Vysis or its Affiliates, arising out of or related to (a) any claim or suit by a third party which is based upon a breach of any of the representations or warranties made by AI in Article 5, (b) any claim or suit by a third party which is based upon the conduct of the Business after the Closing Date, and (c) any breach by AI of its obligations or covenants hereunder.

Appears in 2 contracts

Sources: Asset Purchase, License, and Distribution Agreement (Applied Imaging Corp), Asset Purchase, License, and Distribution Agreement (Vysis Inc)