by the Company Indemnified Parties or any of them and arising out of or resulting from: (a) any breach by Janssen or any of the other Janssen Indemnified Parties of any representation, warranty or covenant under this Agreement; (b) the negligence or willful misconduct of Janssen or any of the other Janssen Indemnified Parties in connection with Janssen's performance under this Agreement; (c) any claim of death or bodily injury resulting from the use of the Product sold in the Territory; or (d) any recall, withdrawal, product return or suspension of product promotion under Section 3.6, 3.7 or 8.3. except, in each case ((a), (b) (c), and (d)), to the extent caused by the negligence or willful misconduct of Company or any of the other Company Indemnified Parties or the breach by Company of any of its representations, warranties or covenants set forth herein. 12.1.2 Company shall indemnify and hold harmless Janssen, its Affiliates, and its and their respective directors, officers, employees, and agents (collectively, the "Janssen Indemnified Parties"), from, against and in respect of any and all Losses incurred or suffered by the Janssen Indemnified Parties or any of them and arising out of or resulting from: (a) any breach by Company or any of the other Company Indemnified Parties of any representation, warranty or covenant under this Agreement; or (b) the negligence or willful misconduct of Company or any of the other Company Indemnified Parties in connection with Company's performance under this Agreement; except in each case ((a) and (b)), to the extent caused by the negligence or willful misconduct of Janssen or any of the other Janssen Indemnified Parties or the breach by Janssen of any of its representations, warranties or covenants set forth herein. 12.2 Notice and Control of Actions. 12.2.1 A Person entitled to indemnification