definiens: and each a ), harmless from any and all Losses ( as defined below ) incurred by any of them as a result of : ( i ) the breach of any covenant, warranty or representation made by [COMPANY] under this Agreement ; ( ii ) the negligence, recklessness, or willful misconduct of [COMPANY] or any of its Affiliates ; ( iii ) any acts or omissions of [COMPANY] or any of its Affiliates, agents, consultants, contractors or other Third Parties, in connection with the research, development or commercialization of Compounds, Licensed Products or Diagnostic Assays prior to or after the Effective Date or following termination in whole or in part of this Agreement and the reversion of the applicable rights hereunder to [COMPANY] in accordance with Section 12.3 ; or ( iv ) any claim for death, bodily injury or property damage arising from the research, development, manufacture ( for use, distribution, sale or commercialization by or on behalf of [COMPANY], its Affiliates or sublicensees, including [COMPANY] under this Agreement ), use, distribution, sale or commercialization of any Compound, Licensed Product or Diagnostic Assay by [COMPANY], its Affiliates, sublicensees, employees or agents ( other than a [COMPANY] Indenmified Party )