Common use of Before Closing Clause in Contracts

Before Closing. Hitachi shall indemnify Opto-Device and its Affiliates and each of their respective officers, directors, members, stockholders, partners and employees (as applicable) and hold them harmless from any Losses suffered or incurred by any such Indemnified Party from any third party patent and copyright infringement claims and trade secret misappropriation claims regarding products, processes or methods related to the Business as it was conducted prior to the Closing regardless of the timing of such third party’s claim; provided, however, that such infringement is not attributable to any Opto-Device IP.