Common use of Of the Specialist Clause in Contracts

Of the Specialist. The Practice will indemnify, defend, and hold the Specialist, its officers, directors, employees, and/or shareholders, harmless from and against any and all damages (whether ordinary, direct, indirect, incidental, special, consequential, or exemplary), judgments, liabilities, fines, penalties, losses, claims, actions, demands, lawsuits, costs, and expenses including, without limitation, reasonable attorneys' fees, which arise out of or relate to (i) any material breach of this Agreement; (ii) falsity of the representations or warranties contained therein by the Practice, or its employees or agents; or (iii) acts or omissions of negligence, willful misconduct, or fraud of the Practice or its employees or agents.