By Hostway Sample Clauses

By Hostway. Hostway agrees to protect, defend, hold harmless, and indemnify Customer, including its directors, officers, managers, and employees, from and against any claim, action, penalty, cost or expense (including reasonable legal attorneys’ fees) arising from a third-party claim of intellectual property infringement against the Customer as a direct result of the Services as such Services are provided by Hostway to Customer. For clarity, Hostway’s indemnification obligations under this Paragraph shall not apply in the event that the alleged infringement was caused by Customer’s modification of the Services or Customer’s combination of the Services with any other product, services, or support materials, and such claim or action would not have arisen but for that modification or combination, or in the event that the alleged infringement was caused by any data uploaded to the Services by Customer or its end-users.
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Related to By Hostway

  • By Microsoft Microsoft will defend Customer against any third-party claim to the extent it alleges that a Product or Fix made available by Microsoft for a fee and used within the scope of the license granted under this agreement (unmodified from the form provided by Microsoft and not combined with anything else), misappropriates a trade secret or directly infringes a patent, copyright, trademark or other proprietary right of a third party. If Microsoft is unable to resolve a claim of infringement under commercially reasonable terms, it may, as its option, either: (1) modify or replace the Product or fix with a functional equivalent; or (2) terminate Customer’s license and refund any prepaid license fees (less depreciation on a five-year, straight-line basis) for perpetual licenses and any amount paid for Online Services for any usage period after the termination date. Microsoft will not be liable for any claims or damages due to Customer’s continued use of a Product or Fix after being notified to stop due to a third- party claim.

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  • End User This agreement shall bind the ordering activity as end user but shall not operate to bind a Government employee or person acting on behalf of the Government in his or her personal capacity.

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  • Supplier Diversity Seller shall comply with Xxxxx’s Supplier Diversity Program in accordance with Appendix V.

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