Common use of Indemnification and Remedies Clause in Contracts

Indemnification and Remedies. Notwithstanding any breach, whether fundamental or otherwise, Vendor assumes the entire responsibility and liability for and agrees to indemnify, defend and hold harmless Purchaser, its associated and affiliated companies, together with their respective officers, directors, agents, employees, consultants, contractors or subcontractors, customers and users of the products or services purchased hereunder from and against any and all losses, expenses (including, without limitation, legal and professional fees), costs, damages (including direct, indirect, consequential and incidental damages), demands, liabilities, suits and claims (including those in connection with or arising out of any actual or alleged personal injury, including death) or damage or destruction to property (including loss of use) by whomsoever suffered, sustained, or alleged to have been sustained by reason of: (a) any act, error or omission, whether negligent or not, of Vendor and its agents, employees, consultants, contractors or subcontractors; (b) any defect, whether latent or patent, in any product of Vendor sold to Purchaser hereunder; (c) any warranty, term, condition or obligation of Vendor in this Purchase Order; (d) any injury, loss or damage of any nature or kind sustained by Vendor’s employees, consultants, contractors or subcontractors, arising from the use of any material covered by this Purchase Order; or (e) any suit or action against Purchaser or against those selling or using the material covered by this Purchase Order for alleged infringement of patent or invention rights arising from the sale or use of said material. The parties agree that any legal fees payable pursuant to this indemnification shall be calculated on a substantial indemnity basis. The remedies provided to Purchaser herein are cumulative and in addition to other rights or remedies provided by law or in equity.