OPTIGENE INDEMNIFICATION Clause Samples

OPTIGENE INDEMNIFICATION. Optigene hereby agrees to indemnify and hold harmless DB and CampaMed, including their affiliates, subsidiaries, successors, assigns, officers, directors, agents, and employees, from and against any and all liabilities, damages, losses, expenses, claims, demands, suits, fines, or judgments (including, but not limited to, attorneys' fees, expert witness costs, court costs, and expenses) that may at any time be threatened against, suffered by, accrued against, charged to, or recoverable against them in any forum by reason of any alleged defect in the Optigene Product Line, including (but not limited to) a failure to design and manufacture the Optigene Product Line in accordance with applicable federal, state, and local regulations; Optigene's failure to obtain or maintain all permits and licenses required under law in relation to the manufacture of the Product Line or this Agreement, and any financial loss, injuries or death of persons or loss of, damage to, or destruction of property (including loss of use thereof) arising directly out of the distribution of Optigene products by or through GSI. With the exception of any liability to DB and CampaMed for personal injury or death caused by Optigene's negligence, Optigene's liability under this Agreement shall not exceed the value of the Founders' Stock received by Optigene, determined as of the time of the event giving rise to indemnification.