Common use of FORM OF INDEMNITY Clause in Contracts

FORM OF INDEMNITY. The Sponsor indemnifies and holds harmless the Trial Site and its employees and Agents against all claims and proceedings (to include any settlements or ex gratia payments made with the consent of the Parties hereto and reasonable legal and expert costs and expenses) made or brought (whether successfully or otherwise): by or on behalf of Participants and (or their dependants) against the Trial Site or any of its employees or Agents for personal injury (including death) to Participants arising out of or relating to the administration of the Investigational Medical Devices under investigation or any clinical intervention or procedure provided for or required by the Clinical Investigation Plan to which the Participants would not have been exposed but for their participation in the Clinical Investigation; by the Trial Site, its employees or Agents or by or on behalf of a Participant for a declaration concerning the treatment of a Participant who has suffered such personal injury. The above indemnity by the Sponsor shall not apply to any such claim or proceeding: to the extent that such personal injury (including death) is caused by the negligent or wrongful acts or omissions or breach of statutory duty of the Trial Site, its employees or Agents; to the extent that such personal injury (including death) is caused by the failure of the Trial Site, its employees, or Agents to conduct the Clinical Investigation in accordance with the Clinical Investigation Plan; unless as soon as reasonably practicable following receipt of notice of such claim or proceeding, the Trial Site shall have notified the Sponsor in writing of it and shall, upon the Sponsor’s request, and at the Sponsor’s cost, have permitted the Sponsor to have full care and control of the claim or proceeding using legal representation of its own choosing; if the Trial Site, its employees, or Agents shall have made any admission in respect of such claim or proceeding or taken any action relating to such claim or proceeding prejudicial to the defence of it without the written consent of the Sponsor such consent not to be unreasonably withheld provided that this condition shall not be treated as breached by any statement properly made by the Trial Site, its employees or Agents in connection with the operation of the Trial Site’s internal complaint procedures, accident reporting procedures or disciplinary procedures or where such a statement is required by law. The Sponsor shall keep the Trial Site and its legal advisors fully informed of the progress of any such claim or proceeding, will consult fully with the Trial Site on the nature of any defence to be advanced and will not settle any such claim or proceeding without the written approval of the Trial Site (such approval not to be unreasonably withheld). Without prejudice to the provisions of paragraph 2.3 above, the Trial Site will use its reasonable endeavours to inform the Sponsor promptly of any circumstances reasonably thought likely to give rise to any such claim or proceeding of which it is directly aware and shall keep the Sponsor reasonably informed of developments in relation to any such claim or proceeding even where the Trial Site decides not to make a claim under this indemnity. Likewise, the Sponsor shall use its reasonable endeavours to inform the Trial Site of any circumstances and shall keep the Trial Site reasonably informed of developments in relation to any such claim or proceeding made or brought against the Sponsor alone. The Trial Site and the Sponsor will each give to the other such help as may reasonably be required for the efficient conduct and prompt handling of any claim or proceeding by or on behalf of Participants (or their dependants) or concerning such a declaration as is referred to in paragraph 1.2 above. Without prejudice to the foregoing if injury is suffered by a Participant while participating in the Clinical Investigation, the Sponsor agrees to operate in good faith the guidelines published in 1995 by The Association of the British Healthcare Industries and entitled “Clinical Investigation Compensation Guidelines” and shall request the Principal Investigator to make clear to the Participants that the Clinical Investigation is being conducted subject to the Association Guidelines. For the purpose of this indemnity, the expression “Agents” shall be deemed to include without limitation any nurse or other health professional providing services to the Trial Site under a contract for services or otherwise and any person carrying out work for the Trial Site under such a contract connected with such of the Trial Site’s facilities and equipment as are made available for the Clinical Investigation. Appendix 4 – Financial Arrangements [Financial Arrangements Appendix Instructions

FORM OF INDEMNITY. The Sponsor indemnifies and holds harmless the Trial Site and its employees and Agents against all claims and proceedings (to include any settlements or ex gratia payments made with the consent of the Parties hereto and reasonable legal and expert costs and expenses) made or brought (whether successfully or otherwise): by or on behalf of Clinical Investigation Participants and (or their dependants) against the Trial Site or any of its employees or Agents for personal injury (including death) to Clinical Investigation Participants arising out of or relating to the administration of the Investigational Medical Devices under investigation or any clinical intervention or procedure provided for or required by the Clinical Investigation Plan to which the Clinical Investigation Participants would not have been exposed but for their participation in the Clinical Investigation; by the Trial Site, its employees or Agents or by or on behalf of a Clinical Investigation Participant for a declaration concerning the treatment of a Clinical Investigation Participant who has suffered such personal injury. The above indemnity by the Sponsor shall not apply to any such claim or proceeding: to the extent that such personal injury (including death) is caused by the negligent or wrongful acts or omissions or breach of statutory duty of the Trial Site, its employees or Agents; to the extent that such personal injury (including death) is caused by the failure of the Trial Site, its employees, or Agents to conduct the Clinical Investigation in accordance with the Clinical Investigation Plan; unless as soon as reasonably practicable following receipt of notice of such claim or proceeding, the Trial Site shall have notified the Sponsor in writing of it and shall, upon the Sponsor’s request, and at the Sponsor’s cost, have permitted the Sponsor to have full care and control of the claim or proceeding using legal representation of its own choosing; if the Trial Site, its employees, or Agents shall have made any admission in respect of such claim or proceeding or taken any action relating to such claim or proceeding prejudicial to the defence of it without the written consent of the Sponsor such consent not to be unreasonably withheld provided that this condition shall not be treated as breached by any statement properly made by the Trial Site, its employees or Agents in connection with the operation of the Trial Site’s internal complaint procedures, accident reporting procedures or disciplinary procedures or where such a statement is required by law. The Sponsor shall keep the Trial Site and its legal advisors fully informed of the progress of any such claim or proceeding, will consult fully with the Trial Site on the nature of any defence to be advanced and will not settle any such claim or proceeding without the written approval of the Trial Site (such approval not to be unreasonably withheld). Without prejudice to the provisions of paragraph 2.3 above, the Trial Site will use its reasonable endeavours to inform the Sponsor promptly of any circumstances reasonably thought likely to give rise to any such claim or proceeding of which it is directly aware and shall keep the Sponsor reasonably informed of developments in relation to any such claim or proceeding even where the Trial Site decides not to make a claim under this indemnity. Likewise, the Sponsor shall use its reasonable endeavours to inform the Trial Site of any circumstances and shall keep the Trial Site reasonably informed of developments in relation to any such claim or proceeding made or brought against the Sponsor alone. The Trial Site and the Sponsor will each give to the other such help as may reasonably be required for the efficient conduct and prompt handling of any claim or proceeding by or on behalf of Clinical Investigation Participants (or their dependants) or concerning such a declaration as is referred to in paragraph 1.2 above. Without prejudice to the foregoing if injury is suffered by a Clinical Investigation Participant while participating in the Clinical Investigation, the Sponsor agrees to operate in good faith the guidelines published in 1995 by The Association of the British Healthcare Industries and entitled “Clinical Investigation Compensation Guidelines” and shall request the Principal Investigator to make clear to the Clinical Investigation Participants that the Clinical Investigation is being conducted subject to the Association Guidelines. For the purpose of this indemnity, the expression “Agents” shall be deemed to include without limitation any nurse or other health professional providing services to the Trial Site under a contract for services or otherwise and any person carrying out work for the Trial Site under such a contract connected with such of the Trial Site’s facilities and equipment as are made available for the Clinical Investigation. Appendix 4 – Financial Arrangements [Financial Arrangements Appendix Instructions.

FORM OF INDEMNITY. The Sponsor indemnifies and holds harmless the Trial Site and its employees and Agents against all claims and proceedings (to include any settlements or ex gratia payments made with the consent of the Parties hereto and reasonable legal and expert costs and expenses) made or brought (whether successfully or otherwise): by or on behalf of Participants and (or their dependants) against the Trial Site or any of its employees or Agents for personal injury (including death) to Participants arising out of or relating to the administration of the Investigational Medical Devices under investigation or any clinical intervention or procedure provided for or required by the Clinical Investigation Plan to which the Participants would not have been exposed but for their participation in the Clinical Investigation; by the Trial Site, its employees or Agents or by or on behalf of a Participant for a declaration concerning the treatment of a Participant who has suffered such personal injury. The above indemnity by the Sponsor shall not apply to any such claim or proceeding: to the extent that such personal injury (including death) is caused by the negligent or wrongful acts or omissions or breach of statutory duty of the Trial Site, its employees or Agents; to the extent that such personal injury (including death) is caused by the failure of the Trial Site, its employees, or Agents to conduct the Clinical Investigation in accordance with the Clinical Investigation Plan; unless as soon as reasonably practicable following receipt of notice of such claim or proceeding, the Trial Site shall have notified the Sponsor in writing of it and shall, upon the Sponsor’s request, and at the Sponsor’s cost, have permitted the Sponsor to have full care and control of the claim or proceeding using legal representation of its own choosing; if the Trial Site, its employees, or Agents shall have made any admission in respect of such claim or proceeding or taken any action relating to such claim or proceeding prejudicial to the defence of it without the written consent of the Sponsor such consent not to be unreasonably withheld provided that this condition shall not be treated as breached by any statement properly made by the Trial Site, its employees or Agents in connection with the operation of the Trial Site’s internal complaint procedures, accident reporting procedures or disciplinary procedures or where such a statement is required by law. The Sponsor shall keep the Trial Site and its legal advisors fully informed of the progress of any such claim or proceeding, will consult fully with the Trial Site on the nature of any defence to be advanced and will not settle any such claim or proceeding without the written approval of the Trial Site (such approval not to be unreasonably withheld). Without prejudice to the provisions of paragraph 2.3 above, the Trial Site will use its reasonable endeavours to inform the Sponsor promptly of any circumstances reasonably thought likely to give rise to any such claim or proceeding of which it is directly aware and shall keep the Sponsor reasonably informed of developments in relation to any such claim or proceeding even where the Trial Site decides not to make a claim under this indemnity. Likewise, the Sponsor shall use its reasonable endeavours to inform the Trial Site of any circumstances and shall keep the Trial Site reasonably informed of developments in relation to any such claim or proceeding made or brought against the Sponsor alone. The Trial Site and the Sponsor will each give to the other such help as may reasonably be required for the efficient conduct and prompt handling of any claim or proceeding by or on behalf of Participants (or their dependants) or concerning such a declaration as is referred to in paragraph 1.2 above. Without prejudice to the foregoing if injury is suffered by a Participant while participating in the Clinical Investigation, the Sponsor agrees to operate in good faith the guidelines published in 1995 by The Association of the British Healthcare Industries and entitled “Clinical Investigation Compensation Guidelines” and shall request the Principal Investigator to make clear to the Participants that the Clinical Investigation is being conducted subject to the Association Guidelines. For the purpose of this indemnity, the expression “Agents” shall be deemed to include without limitation any nurse or other health professional providing services to the Trial Site under a contract for services or otherwise and any person carrying out work for the Trial Site under such a contract connected with such of the Trial Site’s facilities and equipment as are made available for the Clinical Investigation. Appendix 4 – Financial Arrangements [Financial Arrangements Appendix InstructionsArrangements