Narrow Form Indemnity Contract Clause

Indemnity

The Service Provider shall indemnify the Customer against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other reasonable professional costs and expenses) suffered or incurred by the Customer arising out of or in connection with:

• any claim made against the Customer for actual or alleged infringement of a third party's intellectual property rights arising out of, or in connection with, the supply or use of the Deliverables, to the extent that the claim is attributable to the acts or omissions of the Service Provider, its employees, agents or subcontractors;
• any claim made against the Customer by a third party arising out of, or in connection with, the supply of the Services, to the extent that such claim arises out of the breach, negligent performance or failure or delay in performance of this agreement by the Service Provider, its employees, agents or subcontractors.

This indemnity shall not cover the Customer to the extent that a claim under it results from the Customer's negligence or wilful misconduct.