Common use of Xxxxxx Corp Clause in Contracts

Xxxxxx Corp. II shall indemnify the DURA Indemnitees, the DDSI Indemnitees and the Xxxxxx Corp. Indemnitees, pay on demand and protect, defend, save and hold harmless each DURA Indemnitee, DDSI Indemnitee or Xxxxxx Corp. Indemnitee from and against any and all Claims incurred by or asserted against any DURA Indemnitee, DDSI Indemnitee or Xxxxxx Corp. Indemnitee of whatever kind or nature, including, without limitation, any claim or liability based upon negligence, warranty, strict liability, violation of government regulation or infringement of patent or other propriety rights, arising from or occurring as a result of (a) any use of the Program Technology by Xxxxxx Corp. II or any sublicensee of Xxxxxx Corp. II (other than the use of such by DURA, DDSI or Xxxxxx Corp. whether pursuant to the Agreements or otherwise) or (b) subject to Section 5.3.2, any breach of the Agreements by Xxxxxx Corp. II, except, with respect to DURA Indemnitees, in cases in which Claims are based upon the gross negligence or willful misconduct of a DURA Indemnitee or, except with respect to DDSI Indemnitees, in cases in which Claims are based upon the gross negligence or willful misconduct of a DDSI Indemnitee or, except with respect to Xxxxxx Corp. Indemnitees, in cases in which Claims are based upon the gross negligence or willful misconduct of a Xxxxxx Corp.