Common use of Indemnification by Pfizer Clause in Contracts

Indemnification by Pfizer. Pfizer will indemnify, defend and hold harmless Spark, each of its Affiliates, and each of its and its Affiliates’ employees, officers, directors and agents (each, a “Spark Indemnified Party”) from and against any and all liability, loss, damage, expense (including reasonable attorneys’ fees and expenses) and cost (collectively, a “Liability”) that the Spark Indemnified Party may be required to pay to one or more Third Parties resulting from or arising out of: 9.2.1. Development, Manufacture, Commercialization or use of any Licensed Product by, on behalf of, or under the authority of, Pfizer (other than by any Spark Indemnified Party), other than claims for which Spark is required to indemnify Pfizer pursuant to Section 9.3 and other than claims relating to infringement of Third Party Patent Rights (which, if not resulting from a breach by Spark of any of its representations, warranties or covenants set forth in this Agreement, shall be borne by the Parties as set forth in Section 3.4.3 and Section 5.6); or 9.2.2. the breach by Pfizer of any of its representations, warranties or covenants set forth in this Agreement. Except, in each case, to the extent caused by the negligence, recklessness or intentional acts of Spark or any Spark Indemnified Party.