Third Party Materials Indemnification Clause Samples

Third Party Materials Indemnification. In addition, with respect to Third Party Materials provided by Successful Respondent pursuant to this Agreement, Successful Respondent covenants that it shall either indemnify, defend, and hold DIR and the DIR Customers harmless from and against any Losses arising out of or relating to such Third Party Materials, or it shall obtain and provide intellectual property indemnification for DIR and the DIR Customers (or obtain intellectual property indemnification for itself and enforce such indemnification on behalf of DIR and the DIR Customers) from the suppliers of such Materials. Unless otherwise approved in advance by DIR, such indemnification shall be: (i) comparable to the intellectual property indemnification provided by Successful Respondent to DIR and the DIR Customers under this Agreement; or (ii) the best indemnification reasonably available in the industry for the same or substantially similar types of products for the intended use of such Materials.

Third Party Materials Indemnification. In addition, with respect to Third Party Materials provided by Successful Respondent pursuant to this Agreement, Successful Respondent covenants that it shall obtain and provide intellectual property indemnification for DIR and the DIR Customers (or obtain intellectual property indemnification for itself and enforce such indemnification on behalf of DIR and the DIR Customers) from the suppliers of such Materials. Unless otherwise approved in advance by DIR, such indemnification shall be (i) comparable to the intellectual property indemnification provided by Successful Respondent to DIR and the DIR Customers under this Agreement or (ii) the best indemnification reasonably available in the industry for the same or substantially similar types of products for the intended use of such Materials.

Third Party Materials Indemnification. In addition, with respect to Third Party Materials provided by Service Provider pursuant to this Agreement, Service Provider covenants that it shall obtain and provide intellectual property indemnification for TxDOT (or obtain intellectual property indemnification for itself and enforce such indemnification on behalf of TxDOT) from the suppliers of such Materials. Unless otherwise approved in advance by TxDOT, such indemnification shall be (i) comparable to the intellectual property indemnification provided by Service Provider to TxDOT under this Agreement or (ii) in Service Provider's reasonable judgment, the best indemnification reasonably available in the industry for the same or substantially similar types of products for the intended use of such Materials.

Third Party Materials Indemnification. In addition, with respect to Third Party Materials provided by Successful Respondent pursuant to this Agreement, and for which the license is held by Successful Respondent rather than DIR or a DIR Customer, Successful Respondent covenants that it shall either indemnify, defend, and hold DIR and the DIR Customers harmless from and against any Losses arising out of or relating to such Third Party Materials, or it shall obtain and provide intellectual property indemnification for DIR and the DIR Customers (or obtain intellectual property indemnification for itself and enforce such indemnification on behalf of DIR and the DIR Customers) from the suppliers of such Materials. Unless otherwise approved in advance by DIR, such indemnification shall be: (i) comparable to the intellectual property indemnification provided by Successful Respondent to DIR and the DIR Customers under this Agreement; or (ii) the best indemnification reasonably available in the industry for the same or substantially similar types of products for the intended use of such Materials.