Common use of Licensee Indemnification Clause in Contracts

Licensee Indemnification. Licensee shall indemnify, hold harmless and, at Licensor's option, defend Licensor from and against any Losses resulting from any Third- Party Claim based on Licensee's: (i) negligence or wilful misconduct; or (ii) use of the Data in a manner not authorized by this Agreement, provided that Licensee may not settle any Third-Party Claim against Licensor unless such settlement completely and forever releases Licensor from all liability with respect to such Third-Party Claim or unless Licensor consents to such settlement, and further provided that Licensor shall have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.

Licensee Indemnification. Licensee shall indemnify, hold harmless harmless, and, at Licensor's option, defend Licensor from and against any Losses resulting from any Third- Party Claim based on Licensee's: (i) negligence or wilful willful misconduct; or (ii) use of the Data Software in a manner not authorized or contemplated by this Agreement; or (iii) use of the Software in combination with data, software, hardware, equipment, or technology not provided by Licensor or authorized by Licensor in writing; or (iv) modifications to the Software not made by Licensor; provided that Licensee may not settle any Third-Party Claim against Licensor unless such settlement completely and forever releases Licensor from all liability with respect to such Third-Party Claim or unless Licensor consents to such settlement, and further provided that Licensor shall will have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.

Licensee Indemnification. Licensee shall indemnify, hold harmless harmless, and, at Licensor's option, defend Licensor from and against any Losses resulting from any Third- Party Claim based on Licensee's: (i) negligence or wilful willful misconduct; or (ii) use of the Data in a manner not authorized by this Agreement, provided that Licensee may not settle any Third-Party Claim against Licensor unless such settlement completely and forever releases Licensor from all liability with respect to such Third-Party Claim or unless Licensor consents to such settlement, and further provided that Licensor shall have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.

Licensee Indemnification. Licensee shall indemnify, hold harmless harmless, and, at Licensor's ’s option, defend Licensor from and against any Losses resulting from any Third- Third-Party Claim based on Licensee's’s or Users: (i) negligence or wilful willful misconduct; or (ii) use of the Data Platform or Documentation and Software in a manner not authorized or contemplated by this Agreement, ; provided that Licensee may not settle any Third-Party Claim against Licensor unless such settlement completely and forever releases Licensor from all liability with respect to such Third-Party Claim or unless Licensor consents to such settlement, and provided further provided that Licensor shall will have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.

Licensee Indemnification. Licensee shall indemnify, hold harmless harmless, and, at Licensor's option, defend Licensor from and against any Losses resulting from any Third- Third-Party Claim based on Licensee's: (i) negligence or wilful willful misconduct; or (ii) use of the Data in a manner not authorized by this Agreement, provided that Licensee may not settle any Third-Party Claim against Licensor unless such settlement completely and forever releases Licensor from all liability with respect to such Third-Party Claim or unless Licensor consents to such settlement, and further provided that Licensor shall have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.

Licensee Indemnification. Licensee shall indemnify, hold harmless harmless, and, at Licensor's option, defend Licensor from and against any Losses resulting from any Third- Third-Party Claim based on Licensee's, or any Authorized User's: (i) negligence negligence, fraud or wilful willful misconduct; or (ii) use of the Data Software or Documentation in a manner not authorized or contemplated by this AgreementAgreement or (iii) use of any version other than the most current version of the Software or Documentation delivered to Licensee, provided that Licensee may not settle any Third-Party Claim against Licensor unless such settlement completely and forever releases Licensor from all liability with respect to such Third-Party Claim or unless Licensor consents to such settlement, and further provided that Licensor shall will have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defense thereof by counsel of its own choice.