Your Indemnification Obligations. You shall defend and/or settle, at Your expense, any third-party claim brought against Us or Our Representatives arising from or related to the Customer Materials (“Customer Materials Claim ”). You shall indemnify Us and Our Representatives against any Losses arising from or related to the Customer Materials Claim or settlement amounts agreed to in writing by You in relation to such Customer Materials Claim.
Your Indemnification Obligations. You will defend, indemnify, and hold harmless Amazon, and our officers, directors, employees, and agents, against any third-party claim, loss, damage, settlement, cost, expense, or other liability (including, without limitation, attorneys’ fees) (each, a “Claim”) arising from or related to (a) your non-compliance with applicable laws; (b) Your Products, including the offer, sale, fulfillment (except Your Products fulfilled using the FBA service), refund, cancellation, return, or adjustments thereof, and any personal injury, death (to the extent the injury or death is not caused by Amazon), or property damage related thereto; (c) Your Taxes and duties or the collection, payment, or failure to collect or pay Your Taxes or duties, or the failure to meet tax registration obligations or duties; or (d) actual or, based on specific indications, alleged breach of any representations you have made.
Your Indemnification Obligations. You shall indemnify, defend and hold harmless Quick Heal, its Affiliate(s), directors, officers, employees, licensors, distributors, resellers and representatives of each of the foregoing from and against any claim, suit, action, penalties, losses, damages, fines, costs and expense (including reasonable attorney fees) arising out of or relating to : (i) Your use of the Software in a manner not permitted by this Agreement; (ii) Your failure to comply with any applicable laws or regulations; (iii) Quick Heal’s compliance with any technology, instructions or requirements provided by You or on Your behalf; and (iv) Your breach of the terms and conditions of this Agreement.
Your Indemnification Obligations. You will defend, indemnify, and hold harmless Amazon, and our officers, directors, employees, and agents, against any third-party claim, loss, damage, settlement, cost, expense, or other liability (including, without limitation, attorneys’ fees) (each, a “Claim”) arising from or related to (a) your non- compliance with applicable Laws; (b) Your Products, including the offer, sale, fulfillment (except to the extent attributable to the FBA service), refund, cancellation, return, or adjustments thereof, Your Materials, any actual or alleged infringement of any Intellectual Property Rights by any of the foregoing, and any personal injury, death (to the extent the injury or death is not caused by Amazon), or property damage related thereto; (c) Your Taxes and duties or the collection, payment, or failure to collect or pay Your Taxes or duties, or the failure to meet tax registration obligations or duties; or (d) actual or alleged breach of any representations you have made.
Your Indemnification Obligations. You shall indemnify, defend and hold harmless Guardian, its Affiliate(s), directors, officers, employees, licensors, distributors, resellers and representatives of each of the foregoing from and against any claim, suit, action, penalties, losses, damages, fines, costs and expense (including reasonable attorney fees) arising out of or relating to : (i) Your use of the Software in a manner not permitted by this Agreement; (ii) Your failure to comply with any applicable laws or regulations; (iii) Guardian’s compliance with any technology, instructions or requirements provided by You or on Your behalf; and (iv) Your breach of the terms and conditions of this Agreement.
Your Indemnification Obligations. You will unconditionally indemnify and defend ISL, it officers, directors, employees, contractors, and agents (each an ISL Indemnified Party) against any and all claims, losses, damages, liens, liabilities, costs and expenses (including court costs and reasonable attorney fees) that an ISL Indemnified Party incurs as a result of or in connection with or asserted by anyone arising out of or in connection with:
Your Indemnification Obligations. You agree to indemnify, defend and hold harmless the Morgan Stanley Parties from and against any and all losses, liabilities, judgments, arbitration awards, settlements, expenses, damages and costs, including attorneys’ fees and disbursements, as incurred by any of them arising in any manner out of or relating to Your use of, or inability to use, the Services or any breach or alleged breach by You of this Schedule. You shall co-operate with the Morgan Stanley Parties as fully as reasonably required in the defence of any third party claim subject to these indemnity provisions. Morgan Stanley reserves the right to assume the exclusive defence and control of any matter otherwise subject to indemnification by You. You shall not in any event settle any matter without the prior written consent of Morgan Stanley. This indemnity is in addition to any other indemnity provided in any applicable Customer Document or Rules.
Your Indemnification Obligations. Unless otherwise required by applicable law, you understand and agree that you are required to indemnify us and all of our affiliates, officers, employees and agents and hold us and all of our affiliates, officers, employees and agents harmless from and against any and all claims, actions, damages, liabilities, costs and expenses, including reasonable attorneys’ fees and expenses, arising from your use of ZRent and/or any breach of the terms and conditions of this Agreement. You understand and agree that this paragraph shall survive the termination of this Agreement.
Your Indemnification Obligations. To the full extent permitted by law, you understand and agree that you shall indemnify and hold harmless HSFCU and our Service providers, and our and their respective affiliates, officers, employees and agents, from and against any third party claims, suits, proceedings, actions or demands, and all losses, liabilities, damages, fines, penalties, costs and expenses, including court costs and reasonable attorney fees and expenses (“damages”), arising out of or related to (i) your breach of this Agreement or use of the Services, (ii) your acts or omissions, (iii) your unlawful conduct, or (iv) your violation of the rights of any third party; except to the extent that such damages have been finally determined to result solely from HSFCU’s or our Service provider's gross negligence or intentional misconduct.
Your Indemnification Obligations. You shall defend and/or settle, at Your expense, any third-party claim brought against Us or Our werden (einschließlich, aber nicht beschränkt auf Scans mit aktuellen Versionen branchenüblicher Antivirensoftware); und (d) die Professional Services auf professionelle, fachgerechte Xxxxx mit angemessener Sachkenntnis und Sorgfalt gemäß den Branchenstandards erbracht werden.
