Indemnification Clause Example with 10 Variations from Business Contracts

This page contains Indemnification clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) any negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors or agents, (ii) a determination by a court or agency that the Consultant is not an independent contractor, (iii) any breach by the Consultant or Consultant's assistants, employees, contractors or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) any failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) any violation or claimed violation of a third party's rights resulting in whole, or in part, from the Company's use of the Inventions or other deliverables of Consultant under this Agreement. View More
Found in Lake Forest Minerals Inc. contract

Variations of a "Indemnification" Clause from Business Contracts

Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant Share Partner agrees to indemnify and hold harmless the Company Principal and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) any negligent, reckless or intentionally wrongful act of Consultant Share Partner or Consultant's assistants, employees, contractors or agents, (ii) a determination by a court or agency that the Consultant Share Partner is not an independent contractor, (iii) any material breach by the Consultant Share Partner or Consultant's assistants, employees, contractors or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) any failure of Consultant Share Partner to perform the Services in accordance with all applicable laws, rules and regulations, or (v) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's Principal's use of the Inventions or other deliverables of Consultant Share Partner under this Agreement. Principal agrees to indemnify and hold harmless the Share Partner and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with any negligent, reckless or intentionally wrongful act of the Principal or the Principal's officers, directors, employees, contractors or agents. View More
Found in La Rosa Holdings Corp. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) (A) any negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors employees or agents, (ii) (B) a determination by a court or agency that the Consultant is not an independent contractor, (iii) (C) any breach by the Consultant or Consultant's assistants, employees, contractors employees or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) (D) any failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) (E) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables work product of Consultant under this Agreement. CONFIDENTIAL-4- 9. Nonsolicitation. From the date of this Agreement until 12 months after the termination of this Agreement (the "Restricted Period"), Consultant will not, without the Company's prior written consent, directly or indirectly, solicit or encourage any employee or contractor of the Company or its affiliates to terminate employment with, or cease providing services to, the Company or its affiliates. During the Restricted Period, Consultant will not, whether for Consultant's own account or for the account of any other person, firm, corporation or other business organization, intentionally interfere with any person who is or during the period of Consultant's engagement by the Company was a partner, supplier, customer or client of the Company or its affiliates. View More
Found in Amesite Inc. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, claims, demands, losses, damages, liabilities, costs and expenses, expenses whatsoever, including without limitation attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) any negligent, reckless grossly negligent or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors employees or agents, (ii) a determination by a court or agency that the Consultant is not an independent contractor, (iii) any breach by the Consultant or Consultant's assistants, employees, contractors employees or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) (iii) any material failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) (iv) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables work product of Consultant under this Agreement. Agreement and for which Consultant deliberately misrepresented to the Company the status of third party rights. The Company shall defend, indemnify and hold Consultant harmless from and against any and all claims, demands, losses, damages, liabilities (including without limitation product liability), settlement amounts, costs and expenses whatsoever (including without limitation reasonable attorneys' fees and costs and including, without limitation, product liability claims) arising from or relating to any claim, action or proceeding made or brought against Consultant or the Company as a result of, or associated with, the development, use, manufacture, marketing or sale of products regarding which Consultant has provided Services unless such liability arises from Consultant's or Consultant's assistants', employees' or agents' gross negligence or intentional misconduct. View More
Found in Design Therapeutics, Inc. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and subsidiaries and their respective directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) any negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors or agents, (ii) a determination by a court performance of the Services or agency that the Consultant is not an independent contractor, (iii) any breach by the Consultant or Consultant's assistants, employees, contractors or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) (iii) any failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) (iv) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables of Consultant under this Agreement. Agreement, or (v) any amounts Company is required to pay by any court or governmental authority in any country based on a finding that Consultant's employees or contractors engaged in the performance of the Services are employees of Company or the failure of Consultant to file documents with respect to such employees or contractors or to pay any tax or similar fee or assessment in any country. TruckThat LLCConsulting Agreement 10. Limitation of Liability. IN NO EVENT SHALL COMPANY BE LIABLE TO CONSULTANT OR TO ANY OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS OR LOSS OF BUSINESS, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHER THEORY OF LIABILITY, REGARDLESS OF WHETHER COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. IN NO EVENT SHALL COMPANY'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT EXCEED THE AMOUNTS PAID BY COMPANY TO CONSULTANT UNDER THIS AGREEMENT FOR THE SERVICES, DELIVERABLES OR INVENTION GIVING RISE TO SUCH LIABILITY. View More
Found in Driven Deliveries, Inc. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) (A) any grossly negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors employees or agents, (ii) a determination by a court or agency that the Consultant is not an independent contractor, (iii) (B) any breach by the Consultant or Consultant's assistants, employees, contractors employees or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) (C) any knowing, willful or reckless failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) (D) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables work product of Consultant under this Agreement. Indemnification of Consultant by Company. At all times during the term of Consultant's service the Company will maintain a policy of executive liability and corporate securities liability insurance that extends coverage to appointed officers including Consultant. Company shall indemnify, defend, and hold harmless Consultant for any claim or liability arising out of the performance of Consultant's Services, except those that arise from Consultant's willful misconduct or gross negligence, to the fullest extent, and subject to the limitations, of the General Corporation Law of the State of Delaware. This provision survives termination or expiration of this Agreement, with Company continuing to indemnify Consultant. CONFIDENTIAL -4- Limitation of Consultant Liability. Company agrees to limit any and all liability or claim for damages, cost of defense, or expense it seeks against Consultant to a sum not to exceed the cash compensation actually realized by Consultant under this Agreement, arising from any breach, error, omission or negligence by Consultant in the course of performing services under the Agreement. Notwithstanding anything else herein, in no event will Consultant be responsible for lost profits, lost revenues, or consequential, incidental or special damages. This provision survives termination or expiration of this Agreement, with Company continuing to limit liability. View More
Found in Amesite Inc. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) (A) any grossly negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors employees or agents, (ii) a determination by a court or agency that the Consultant is not an independent contractor, (iii) (B) any breach by the Consultant or Consultant's assistants, employees, contractors employees or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) (C) any knowing, willful or reckless failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) (D) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables work product of Consultant under this Agreement. Indemnification of Consultant by Company. At all times during the term of Consultant's service the Company will maintain a policy of executive liability and corporate securities liability insurance that extends coverage to appointed officers including Consultant. Company shall indemnify, defend, and hold harmless Consultant for any claim or liability arising out of the performance of Consultant's Services, except those that arise from Consultant's willful misconduct or gross negligence, to the fullest extent, and subject to the limitations, of the General Corporation Law of the State of Delaware. This provision survives termination or expiration of this Agreement, with Company continuing to indemnify Consultant. 4 Limitation of Consultant Liability. Company agrees to limit any and all liability or claim for damages, cost of defense, or expense it seeks against Consultant to a sum not to exceed the cash compensation actually realized by Consultant under this Agreement, arising from any breach, error, omission or negligence by Consultant in the course of performing services under the Agreement. Notwithstanding anything else herein, in no event will Consultant be responsible for lost profits, lost revenues, or consequential, incidental or special damages. This provision survives termination or expiration of this Agreement, with Company continuing to limit liability. View More
Found in 2 Contracts from 2 Companies
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) (A) any negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors employees or agents, (ii) a determination by a court or agency that the Consultant is not an independent contractor, (iii) (B) any breach by the Consultant or Consultant's assistants, employees, contractors employees or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) (C) any failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) (D) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables work product of Consultant under this Agreement. This Agreement does not extinguish any other rights that Consultant has as a former employee and officer to benefit from the Company's directors and officers liability insurance or the Company's agreement to indemnify, defend and hold Consultant harmless for any costs, fees or liability arising out of a claim, demand, suit, action, damages, loss, expense, charge or cause of action filed against by third parties arising out of Consultant's former employment at Aptose to the extent such costs, fees or liability are not covered by any applicable insurance policy held by Aptose, as agreed upon in the Confidential Separation and Release Agreement. View More
Found in Aptose Biosciences Inc. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) (A) any negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors employees or agents, (ii) (B) a determination by a court or agency that the Consultant is not an independent contractor, (iii) (C) any breach by the Consultant or Consultant's assistants, employees, contractors employees or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) (D) any failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) (E) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables work product of Consultant under this Agreement. Indemnification of Consultant by Company. At all times during the term of Consultant's service the Company will maintain a policy of executive liability and corporate securities liability insurance that extends coverage to appointed officers including Consultant. Company shall indemnify, defend, and hold harmless Consultant for any claim or liability arising out of the performance of Consultant's Services, except those that arise from Consultant's willful misconduct or gross negligence, to the fullest extent, and subject to the limitations, of the General Corporation Law of the State of Delaware. This provision survives termination or expiration of this Agreement, with Company continuing to indemnify Consultant. CONFIDENTIAL-4- Limitation of Consultant Liability. Company agrees to limit any and all liability or claim for damages, cost of defense, or expense it seeks against Consultant to a sum not to exceed the cash compensation actually realized by Consultant under this Agreement, arising from any breach, error, omission or negligence by Consultant in the course of performing services under the Agreement. Notwithstanding anything else herein, in no event will Consultant be responsible for lost profits, lost revenues, or consequential, incidental or special damages. This provision survives termination or expiration of this Agreement, with Company continuing to limit liability. View More
Found in Amesite Inc. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) any negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors or agents, (ii) a determination by a court or agency that the Consultant is not an independent contractor, (iii) any material breach by the Consultant or Consultant's assistants, employees, contractors or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) any failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables of Consultant under this Agreement. Company agrees to indemnify and hold harmless the Consultant and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with any negligent, reckless or intentionally wrongful act of the Company or the Company's officers, directors, employees, contractors or agents. 11. WARRANTIES AND REPRESENTATIONS. Consultant's advisory services are provided on a best-efforts basis and are based on his personal experience and expertise. There are no guarantees, warranties or representations of any kind that Consultant's advice or services will produce any specific results for the benefit of the Company. Actual results may substantially and materially differ from those suggested by Consultant. Consultant represents and warrants to Company that (a) he is under no contractual restriction or other restrictions or obligations that are inconsistent with this Agreement, the performance of his duties and the covenants hereunder, and (b) he is under no physical or mental disability that would interfere with his keeping and performing all of the agreements, covenants and conditions to be kept or performed hereunder. View More
Found in Cosmos Holdings Inc. contract
Indemnification. A. Indemnification of Consultant. Company agrees to indemnify and hold harmless Consultant and its officers and employees from and against all losses, claims, damages, liabilities, judgments, costs and expenses, including attorneys' fees and other legal expenses in connection with defending Consultant in any litigation, whether commenced or threatened, in connection with any claim, action or proceeding to which Consultant becomes subject, whether or not resulting in any liability, caused by, ari...sing out of any Services provided the Company by the Consultant under this Agreement; provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, or liability is found to have resulted from the negligence, bad faith, fraud or misconduct of Consultant or Consultant's assistants, employees, contractors or agents. -5- B. Indemnification of Company. Consultant agrees to indemnify and hold harmless the Company and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with (i) any negligent, reckless or intentionally wrongful act of Consultant or Consultant's assistants, employees, contractors or agents, (ii) a determination by a court or agency that the Consultant is not an independent contractor, (iii) any material breach by the Consultant or Consultant's assistants, employees, contractors or agents of any of the covenants contained in this Agreement and corresponding Confidential Information and Invention Assignment Agreement, (iv) any failure of Consultant to perform the Services in accordance with all applicable laws, rules and regulations, or (v) any violation or claimed violation of a third party's rights resulting in whole, whole or in part, part from the Company's use of the Inventions or other deliverables of Consultant under this Agreement. Company agrees to indemnify and hold harmless the Consultant and its affiliates and their directors, officers and employees from and against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal expenses, arising directly or indirectly from or in connection with any negligent, reckless or intentionally wrongful act of the Company or the Company's officers, directors, employees, contractors or agents. View More
Found in La Rosa Holdings Corp. contract