Common use of End User Indemnity Clause in Contracts

End User Indemnity. End User agrees to indemnify, defend and hold Allstream Business Inc. and its licensors, its affiliates or customers, and their respective directors, officers, employees, agents and representatives harmless from and against any and all claims, suits, actions, proceedings, damages, costs, liabilities, losses, and expenses (including, but not limited to, reasonable attorneys’ fees) (collectively, “Losses”) resulting from or in connection with (a) allegations that the Data or End User’s web site, products or services infringe or misappropriate any intellectual property rights of a third party; (b) allegations that the Data or End User’s web site, products or services contain defamatory, libelous, slanderous, obscene or pornographic materials, or violate a third party’s rights of privacy or publicity; (c) allegations arising from a claim by End User’s users; or (d) allegations arising out of End User’s breach of the “Acceptable Use” provision provided in this Agreement or any other Allstream Business Inc. policy; provided however, End User shall not be obligated to indemnify Allstream Business Inc. or its licensors unless (i) End User is notified promptly and informed fully in writing regarding such action; (ii) End User controls the defense or settlement of such action; and (iii) Allstream Business Inc. or its licensors cooperates reasonably and gives End User all necessary authority, information and

End User Indemnity. End User agrees to indemnify, defend and hold Allstream Business Inc. TRC Networks. and its licensors, its affiliates or customers, and their respective directors, officers, employees, agents and representatives harmless from and against any and all claims, suits, actions, proceedings, damages, costs, liabilities, losses, and expenses (including, but not limited to, reasonable attorneys’ fees) (collectively, “Losses”) resulting from or in connection with (a) allegations that the Data or End User’s web site, products or services infringe or misappropriate any intellectual property rights of a third party; (b) allegations that the Data or End User’s web site, products or services contain defamatory, libelous, slanderous, obscene or pornographic materials, or violate a third athird party’s rights of privacy or publicity; (c) allegations arising from a claim by End User’s users; or (d) allegations arising out of End User’s breach of the “Acceptable Use” provision provided in this Agreement or any other Allstream Business Inc. TRC Networks. policy; provided however, End User shall not be obligated to indemnify Allstream Business Inc. TRC Networks. or its licensors unless (i) End User is notified promptly and informed fully in writing regarding such action; (ii) End User controls the defense or settlement of such action; and (iii) Allstream Business Inc. TRC Networks. or its licensors cooperates reasonably and gives End User all necessary authority, information andand assistance (at End User’s expense). End User shall not be responsible for any Losses arising out of any compromise or settlement made by TRC Networks. or its licensors without End User’s prior written consent.