Common use of Indemnification by Philips Clause in Contracts

Indemnification by Philips. PHILIPS shall indemnify, hold harmless and defend PCOM from and against any and all liabilities, suits, claims, losses, damages, judgments, and costs (including reasonable attorneys' fees) (collectively "Claims") brought by a third party against PCOM for infringement of any patent, copyright. trade secret, trademark or other legally enforceable proprietary right of any third party to the extent directly arising out of (i) solely the Product(s) in which a DOCSIS MAC is incorporated, exclusive of the incorporated DOCSIS MAC; and (ii) any modifications made to the DOCSIS MAC by Philips and/or its Affiliates if such infringement would not have occurred in the DOCSIS MAC without such modification.