Provision Language
14. INDEMNIFICATION
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14.2 Insurance. Licensee, at its sole cost and expense, will insure its activities in connection with any work performed hereunder and will obtain, keep in force, and maintain the following insurance: Commercial Form General Liability Insurance (contractual liability included) with limits as follows:
- Each Occurrence: $5,000,000;
- Products/Completed Operations Aggregate: $10,000,000;
- Personal and Advertising Injury: $5,000,000;
- General Aggregate (commercial form only): $10,000,000; and
- Worker’s Compensation(as legally required in the jurisdiction in which Licensee is doing business).
If the above insurance is written on a claims-made form, it must continue for three (3) years following termination or expiration of this Agreement. The insurance must have a retroactive date of placement prior to or coinciding with the Effective Date of this Agreement. The coverage and limits above will not in any way limit Licensee’s liability under Section 14.1 (Indemnification). During the time in which Licensee, or any entity acting on Licensee’s behalf, has patients enrolled in a clinical trial of a Licensed Product, Licensee will also insure against all liabilities, damages, losses, injuries, complaints and/or claims arising from such clinical trial, including but not limited to claims that arise from malpractice and/or negligence, for an amount not less than $5,000,000 per occurrence and $10,000,000 in the aggregate.
14.3 Certificates; Notification. Upon the execution of this Agreement, Licensee will furnish The Regents with certificates of insurance evidencing compliance with all requirements. Such certificates will indicate The Regents as an additional insured(s) under the coverage described above in Section 14.2 (Insurance) and include a provision that the coverage will be primary and will not participate with, nor will be excess over, any valid and collectable insurance or program of self-insurance maintained by The Regents. The Regents will promptly notify Licensee in writing of any claim or suit brought against The Regents for which The Regents intends to invoke the provisions of this Section 14 (Indemnification). Licensee will keep The Regents informed of its defence of any claims pursuant to this Section 14 (Indemnification). Licensee will provide The Regents written notice if such insurance levels are reduced or cancelled.