General Compensation. Each party (the "Indemnifying Party") covenants and agrees to indemnify, defend and hold harmless the other party, its affiliates and their respective directors, officers, shareholders, employees, agents, and other representatives, (the "Indemnified Party"), against any loss due to any third party claim, demand, suit, action or cause of action (a "Claim") related to or arising out of any breach or alleged breach by the indemnifying Party of any of its representations, warranties or obligations under this Agreement. The indemnified Party must inform the indemnifying Party in writing and as soon as possible of any Claim and must cooperate in the defense of this Claim. Neither party shall agree to an out-of-court settlement of any Claim without obtaining the prior written consent of the other party. Notwithstanding the generality of the foregoing, Customer covenants and agrees to indemnify Flash Romeo and its Representatives for any and all Claims arising out of or arising, directly or indirectly: i) from the use of the Platform by the Customer or its Authorized Users ; (ii) from any use of Customer Data authorized by this Agreement; (iii) from any complaint by a third party relating to the sending of commercial electronic messages.
Appears in 2 contracts
Sources: Subscription Agreement, Subscription Agreement