INDEMNITY

Buyer hereby indemnifies and holds Seller harmless in the event of any claim, demand, suit, cause of action, proceeding, award, judgement or liability against Seller, including, without limitation, attorneys’ fees, based upon, arising out  or in any way related to: any negligent act or omission by Buyer or any of its agents, contractors, servants or employees, including without limitation, (1) claims that the product(s) failed to meet any specification provided by Buyer and (2) claims arising out of Buyer’s non compliance with any applicable governmental law or regulation with respect to the export, reexport or importation of the product(s). For purposes of this Agreement “claims” shall include, but not be limited to, litigation or arbitration.

If any of these commodities, technology or software were originally exported from the United States in accordance with the Export Administration Regulations, diversion contrary to U.S. law is prohibited.


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