Common use of Indemnification by the Licensee Clause in Contracts

Indemnification by the Licensee. The Licensee agrees to indemnify and hold UABRF, its Affiliates and their respective Representatives harmless from and against any and all claims, demands, losses, costs, expenses, deficiencies, liabilities or causes of action of any kind or nature (including, without limitation, reasonable attorneys’ fees and other costs and expenses of defense) directly relating to: (a) the use of the Licensed Patents during the Term; (b) the production, use, practice, lease, or sale of any Licensed Product during the Term; (c) any advertising or other promotional activities with respect to (a) and/or (b) above; or (d) the Licensee’s compliance with, and performance of the Licensee’s representations and warranties given under, and the Licensee’s obligations pursuant to, this Agreement.

Indemnification by the Licensee. The Licensee agrees to indemnify and hold UABRF, UABRF and its Affiliates and their respective Representatives harmless from and against any and all claims, demands, losses, costs, expenses, deficiencies, liabilities or causes of action of any kind or nature (including, without limitation, reasonable attorneys’ fees and other costs and expenses of defense) directly based upon, arising out of or otherwise relating to: (a) the use of the Licensed Patents during the Term; (b) the production, use, practice, lease, or sale of any Licensed Product during the TermProduct; (c) any advertising or other promotional activities with respect to (a) and/or (b) above; or (d) the Licensee’s compliance with, and performance of the Licensee’s representations and warranties given under, and the Licensee’s obligations pursuant to, this Agreement.