Common use of Indemnification by AstraZeneca Clause in Contracts

Indemnification by AstraZeneca. Subject to this Article 12, AstraZeneca shall indemnify, defend and hold harmless Horizon and its Affiliates, and its and their respective licensors, licensees, officers, directors, employees and agents (collectively, “Horizon Indemnitees”) from and against any and all Losses incurred by them in connection with any and all Litigation by Third Parties (collectively, “Third Party Claims”) arising from or occurring as a result of: (a) the gross negligence or willful misconduct of any AstraZeneca Indemnitee or (b) the breach by AstraZeneca of any warranty, representation, covenant or agreement made by AstraZeneca in this Agreement, in each case, except to the extent such Losses result from the gross negligence or willful misconduct of any Horizon Indemnitee or the breach by Horizon of any warranty, representation, covenant or agreement made by Horizon in this Agreement, as to which Losses each Party shall indemnify the other Party and the AstraZeneca Indemnitees or the Horizon Indemnitees, as applicable, to the extent of its liability for such Losses.