US Airways 2007 Annual Report Download - page 971

19 INDEMNITIES AND INSURANCE
19.1 Seller's Indemnities
The Seller will, except in the case of gross negligence or willful misconduct of the Buyer, its directors, officers, agents, and employees, be solely liable for
and will indemnify and will hold the Buyer and its respective directors, officers, agents and employees, Affiliates, the Buyer's representatives, and the
respective assignees, directors, officers, agents and employees of each of the foregoing harmless against all losses, liabilities, claims, damages, costs and
expenses, including court costs and reasonable attorneys' fees ("Losses"), arising from claims for
(i) injuries to, or deaths of, the Seller's directors, officers, agents or employees, or loss or damage to property of the Seller, or its employees or agents
when such losses occur during or are incidental to (a) the exercise by the Buyer of its inspection rights under Clause 6, (b) the Technical Acceptance
Process described in Clause 8, (c) the provision of Resident Customer Support Representative support pursuant to Clause 15 or (iv) the provision of
training pursuant to Clause 16; and
(ii) injuries to or deaths of third parties, or loss of property of third parties, occurring during, or incidental to (a) the exercise by the Buyer of its
inspection rights pursuant to Clause 6 or (b) the Technical Acceptance Process described in Clause 8.
19.2 Buyer's Indemnities
The Buyer will, except in the case of gross negligence or willful misconduct of the Seller, its directors, officers, agents and employees, be solely liable for
and will indemnify and will hold the Seller and its subcontractors and Affiliates, the Seller's representatives, and the respective assignees, directors,
officers, agents and employees of each of the foregoing, harmless against all Losses arising from:
(i) injuries to or deaths of the Buyer's directors, officers, agents or employees, or loss or damage to property of the Buyer or to its employees or agents,
when such losses occur during or are incidental to (a) the exercise by the Buyer of its inspection rights under Clause 6; (b) the Technical Acceptance
Process described in Clause 8, (c) the provision of Resident Customer Support Representative support pursuant to Clause 15, or (d) the provision of
training pursuant to Clause 16; and
(ii) claims for injuries to or deaths of third parties, or loss of property of third parties occurring during or incidental to (a) the provision of Resident
Customer Support Representative support under Clause 15 or (b) arise out of the provision of
USA — Amended and Restated Airbus A350 XWB Purchase Agreement PA — 93 of 109
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