Indemnified Sample Clauses

Indemnified. Liabilities: The meaning specified in Section 10.5.
Indemnified. Claims.‌ The indemnified claims are:
Indemnified. PARTY(IES) shall mean a Celltech Indemnified Party or NeoGenesis Indemnified Party, as the case may be.
Indemnified. Party(ies). "Indemnified Party(ies)" shall have the meaning set forth in Section 6.2(b). 1.44 Intangible Assets. "Intangible Assets" shall mean (a) any invention, United States and foreign patents, pending patent applications, trade names, trade dress, logos, corporate names, trademarks, service marks, trademark registrations, service mark registrations, pending trademark applications, pending service mark applications, registered copyrights, and pending copyright applications, together with all translations, adaptations, derivations, and combinations thereof and including all goodwill associated therewith, and all applications, registrations, and renewals in connection therewith; (b) proprietary software; and (c) all trade secrets and confidential business information (including ideas, research and development, know-how, formulas, compositions, manufacturing and production processes and techniques, technical data, designs, drawings, specifications, customer and supplier lists, pricing and cost information, and business and marketing plans and proposals).
Indemnified. Party(ies) shall have the meaning stated in Section 19.3.
Indemnified. Parties" shall have the meaning ascribed to it in Section 5.9.(b).
Indemnified. Losses. “Indemnified Loss” shall mean a claim, loss, damage, deficiency, cost, expense (including reasonable attorneysfees and expenses of investigation) or Liability (collectively, “Losses”), other than and excluding (w) Losses taken into account in the calculation of Net Working Capital, (x) Delinquent AR, (y) Losses resulting from or related to a breach by a Company of any covenant under any Ancillary Document or, with respect to fraudulent acts or willful misconduct, to breaches, fraud or willful misconduct of a Company occurring after the Closing (i.e., while the Companies are controlled by Buyer); and (z) consequential (including lost profits), special, incidental or indirect damages.
Indemnified. Party "Indemnified Party" has the meaning set ------------------ forth in Section 5.7 hereof.
Indemnified. Party will cooperate with the Indemnifying Party in the defense of the Third Party Claim and will cause its Affiliates and their respective directors, officers, employees and agents to do so.