Common use of Indemnification for Third Party Claims Clause in Contracts

Indemnification for Third Party Claims. You agree to defend, indemnify and hold harmless Avetta and ▇▇▇▇▇▇’▇ officers, directors, members, managers, employees, agents, successors and assigns from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys’ fees and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers (“Losses”) arising out of or resulting from any third party claim, suit, action or proceeding based on (a) Your use of the Avetta Services or Site, including, but not limited to, any third party claim, suit, action or proceeding arising out of such third party accessing the Supplier Content provided by You in connection with Your use of the Avetta Services or Site, or (b) Your use of or reliance upon any and all Content provided through the Site or Avetta Services. The indemnification obligation herein shall be contingent on Avetta promptly providing (a) written notice of any request for indemnification covered by this indemnification and (b) cooperation in connection with Your provision of the indemnification, defense or settlement of such claims hereunder. The foregoing indemnification obligations shall not apply to any portion of a claim that results from the negligence or misconduct, or other intentional act or omission of Avetta.

Appears in 2 contracts

Sources: End User Service Agreement, End User Service Agreement

Indemnification for Third Party Claims. You agree to defend, indemnify and hold harmless Avetta and ▇▇▇▇▇▇’▇ Avetta’s officers, directors, members, managers, employees, agents, successors and assigns from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys’ fees and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers (“Losses”) arising out of or resulting from any third party claim, suit, action or proceeding based on (ai) Your use of the Avetta Services or Site, including, but not limited to, any third party claim, suit, action or proceeding arising out of such third party accessing the Supplier Content provided by You in connection with Your use of the Avetta Services or Site, or (bii) Your use of or reliance upon any and all Content provided through the Site or Avetta Services. The indemnification obligation herein shall be contingent on Avetta promptly providing (ai) written notice of any request for indemnification covered by this indemnification and (bii) cooperation in connection with Your provision of the indemnification, defense or settlement of such claims hereunder. The foregoing indemnification obligations shall not apply to any portion of a claim that results from the negligence or misconduct, or other intentional act or omission of Avetta.

Appears in 1 contract

Sources: End User Service Agreement

Indemnification for Third Party Claims. You agree to defend, indemnify and hold harmless Avetta and ▇▇▇▇▇▇’▇ officers, directors, members, managers, employees, agents, successors and assigns from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys’ fees and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers (“Losses”) arising out of or resulting from any third party claim, suit, action or proceeding based on (a) Your use of the Avetta Services or SiteServices, including, but not limited to, any third party claim, suit, action or proceeding arising out of such third party accessing the Supplier Content provided by You or on Your behalf in connection with Your use of the Avetta Services or SiteServices, or (b) Your use of or reliance upon any and all Content provided through the Site Avetta Services or Avetta Services(c) Avetta’s sharing of Your Personal Data with its Suppliers and Clients as described above and in ▇▇▇▇▇▇’▇ Privacy Policy. The indemnification obligation herein shall be contingent on Avetta promptly providing (a) written notice of any request for indemnification covered by this indemnification and (b) cooperation in connection with Your provision of the indemnification, defense or settlement of such claims hereunder. The foregoing indemnification obligations shall not apply to any portion of a claim that results from the gross negligence or willful misconduct, or other intentional act or omission of Avetta.

Appears in 1 contract

Sources: End User Service Agreement