Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;
Appears in 3 contracts
Samples: Master Service Agreement, Master Subscription Agreement, Master Subscription Agreement
Indemnification by You. You shall defend Us against any Claim claim, loss, liability, demand, suit or proceeding (“Claim”) made or brought against Us by a third party alleging that Your Data, relating to or arising out of Your use of the Services in violation of this Agreement, or alleging that Your Data infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded againstClaim against Us, and for reasonable attorney’s fees incurred by, by Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;.
Appears in 3 contracts
Samples: Service Agreement, Service Agreement, Service Agreement
Indemnification by You. You shall defend Us against any Claim claim, demand, suit or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation breach of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable lawlaw (a “Claim Against Us”), and shall indemnify Us for any damages damages, attorney fees and costs finally awarded againstagainst Us as a result of, and for reasonable attorney’s fees incurred byany amounts paid by Us under a court-approved settlement of, Us in connection with any such Claima Claim Against Us; provided, provided that We (a) promptly give You written notice of the Claim;We
Appears in 3 contracts
Samples: Master Subscription Agreement, Master Subscription Agreement, Master Subscription Agreement
Indemnification by You. You shall will defend Us against any Claim claim, demand, suit or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services any Service or Content in violation breach of this Agreement, infringes or misappropriates the such third party’s intellectual property rights of a third party or violates applicable lawlaw (a “Claim Against Us”), and shall will indemnify Us from any damages, attorney fees and costs finally awarded against Us as a result of, or for any damages finally awarded againstamounts paid by Us under a court-approved settlement of, and for reasonable attorney’s fees incurred bya Claim Against Us, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;provided We
Appears in 2 contracts
Samples: Agreement, Master Subscription Agreement
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;We
Appears in 2 contracts
Indemnification by You. You shall will defend Us against any Claim claim, demand, actions, suit, or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services any Service in violation breach of this Agreement, infringes or misappropriates the such third party’s intellectual property rights of a third party or violates applicable lawApplicable Law (a “Claim Against Us”), and shall will indemnify Us from any damages, attorney fees, and costs finally awarded against Us as a result of, or for any damages finally awarded againstamounts paid by Us under a court-approved settlement of, and for reasonable attorney’s fees incurred bya Claim Against Us, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;provided We
Appears in 1 contract
Samples: Master Service Agreement
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation of this AgreementServices, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;.
Appears in 1 contract
Samples: Master Subscription Agreement
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Datadata, or Your use Use of the Services in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, by Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;
Appears in 1 contract
Samples: Master Subscription Agreement
Indemnification by You. You shall will defend Us against any Claim claim, demand, suit or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services any Service or Content in violation breach of this Agreement, infringes or misappropriates the such third party’s intellectual property rights of a third party or violates applicable lawlaw (a “Claim Against Us”), and shall will indemnify Us from any damages, attorney fees and costs finally awarded against Us as a result of, or for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;amounts paid
Appears in 1 contract
Samples: Master Service Agreement
Indemnification by You. You shall defend Us against any Claim claim, demand, suit of proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation breach of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable lawlaw (a ‘Claim Against Us’), and shall indemnify Us for any damages damages, attorney fees and costs finally awarded againstagainst Us as a result of, and or for reasonable attorney’s fees incurred byany amounts paid by Us under a court-approved settlement of, Us in connection with any such Claima Claim Against Us; provided, provided that We (a) promptly give You written notice of the Claim;We:
Appears in 1 contract
Samples: Service Agreement
Indemnification by You. You shall will defend Us against any Claim claim, demand, suit or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation breach of this Agreement, infringes or misappropriates the intellectual property rights Intellectual Property Rights of a third party or violates applicable lawcontravenes Applicable Law (a Claim Against Us), and shall You will indemnify Us for any damages damages, legal fees and costs finally awarded againstagainst Us as a result of, and or for reasonable attorney’s fees incurred byany amounts paid by Us under a court- approved settlement of, Us in connection with any such Claim; provideda Claim Against Us, provided that We (a) promptly give You written notice of the Claim;We:
Appears in 1 contract
Indemnification by You. You shall defend Us against any Claim claim, demand, suit or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation breach of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable lawlaw (a "Claim Against Us"), and shall indemnify Us for any damages damages, attorney fees and costs finally awarded againstagainst Us as a result of, and or for reasonable attorney’s fees incurred byany amounts paid by Us under a court-approved settlement of, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;a Claim Against Us.
Appears in 1 contract
Samples: Master Service Agreement
Indemnification by You. You shall will defend Us against any Claim claim, demand, suit or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation breach of this Agreement, infringes or misappropriates the intellectual property rights Intellectual Property Rights of a third party or violates applicable lawcontravenes Applicable Law (a Claim Against Us), and shall You will indemnify Us for any damages damages, legal fees and costs finally awarded againstagainst Us as a result of, and or for reasonable attorney’s fees incurred byany amounts paid by Us under a court-approved settlement of, Us in connection with any such Claim; provideda Claim Against Us, provided that We (a) promptly give You written notice of the Claim;We:
Appears in 1 contract
Indemnification by You. You shall will defend Us against any Claim claim, demand, suit or proceeding made or brought against Us by a third party alleging that the Your Data, or Your use of the Services any Service in violation breach of this Agreement, infringes or misappropriates the such third party’s intellectual property rights of a third party or violates applicable lawlaw (a “Claim Against Us”), and shall will indemnify Us from any damages, attorney fees and costs finally awarded against Us as a result of, or for any damages finally awarded against, and for reasonable attorney’s fees incurred by, amounts paid by Us in connection with any such Claimsettlement of, a Claim Against Us; provided, that provided We (a) promptly give You written notice of the Claim;Claim Against Us,
Appears in 1 contract
Samples: Master Subscription Agreement
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation a manner that is outside of the scope of use permitted by this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, against Us in connection with any such Claim; provided, provided that We (ai) promptly give You written notice of the Claim;,
Appears in 1 contract
Samples: Master Subscription Agreement
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Data, or Your use of the Services Services, or your use of the Connector is in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;We
Appears in 1 contract
Samples: Subscription Agreement
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Data, or Your use of the Services Services, or your use of the Connector is in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s aw fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;We
Appears in 1 contract
Samples: Subscription Agreement
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party alleging that Your Data, or Your use of the Services in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;or
Appears in 1 contract
Samples: www.clicktools.com
Indemnification by You. You shall defend Us against any Claim made or brought against Us by a third party (i) alleging that Your Data, or Your use of the Services Software in violation of this Agreement, infringes or misappropriates the intellectual property rights registered copyrights or issued patents of a third party or violates applicable law, or (ii) arising on account of Your modification or enhancement of the Software, and shall indemnify Us for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim;We
Appears in 1 contract
Samples: Software Agreement