Common use of By Mapbox Clause in Contracts

By Mapbox. 6.1.1. Subject to the limitations in this Section, Mapbox shall, at its cost and expense, (a) defend, or, at its option, settle any claim brought against Customer by an unaffiliated third party to the extent alleging that the Services infringe its registered trademark or copyright or misappropriate its trade secret (each, a “Claim”), and (b) pay, indemnify and hold Customer harmless from any settlement or damages finally awarded (including reasonable attorneys’ fees) to such third party as a result of such Claim. Mapbox shall have no obligations under this Section to the extent any claim is based upon or arises out of: (i) use of the Services other than as authorized by this Agreement; (ii) failure to use updated or modified Services made available to Customer that would have helped avoid or mitigate a claim; (iii) Customer’s continuance of allegedly infringing activity after being notified thereof to stop in order to avoid further infringement; (iv) combination or use of the Services with equipment, devices, software, systems, or data not provided by Mapbox to the extent that such claim is based on such combination or use; and/or (v) compliance with Customer’s own designs, specifications or instructions (subparts (i)-(v) are collectively “Indemnity Exclusions”). 6.1.2. In addition to the foregoing, if a Claim covered under this Section occurs, or in Mapbox’s opinion is reasonably likely to occur, Mapbox may, at its sole option and expense: (a) procure for Customer the right to continue using the Services, (b) modify or replace the Services to become non-infringing while retaining substantially similar functionality, or (c) if neither (a) nor (b) is commercially practicable, terminate Customer’s rights and any related licenses to the applicable Services (in which event, Customer shall immediately stop using the applicable terminated Services) and provide a pro-rata refund of any unused pre-paid Fees for the applicable Services as of the date of termination. 6.1.3. THE REMEDIES SET FORTH IN THIS SECTION CONSTITUTE CUSTOMER’S SOLE AND EXCLUSIVE REMEDIES, AND MAPBOX’S ENTIRE LIABILITY, WITH RESPECT TO INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS AND ANY OTHER CATEGORIES OF CLAIMS COVERED UNDER THIS SECTION.

By Mapbox. 6.1.17.1.1. Subject to the limitations in this Section, Mapbox shallwill, at its cost and expense, (a) defend, or, at its option, settle any claim brought against Customer by an unaffiliated third party to the extent alleging that the Services infringe its registered trademark or copyright or misappropriate its trade secret (each, a “Claim”)secret, and (b) pay, indemnify and hold Customer harmless from any settlement or damages finally awarded (including reasonable attorneys’ fees) to such third party as a result of such Claimclaim. 7.1.2. Mapbox shall will have no obligations under this Section to the extent any claim is based upon or arises out of: (ia) use of the Services other than as authorized by this Agreement; (iib) failure to use updated or modified Services made available to Customer that would have helped avoid or mitigate a claim; (iiic) Customer’s continuance of allegedly infringing activity after being notified thereof to stop in order to avoid further infringement; (ivd) combination or use of the Services with equipment, devices, software, systems, or data not provided by Mapbox to the extent that such claim is based on such combination or use; and/or (ve) compliance with Customer’s own designs, specifications or instructions (subparts (i)-(va)-(e) are collectively “Indemnity Exclusions”). 6.1.20.0.0. In Xx addition to the foregoing, if a Claim claim covered under this Section occurs, occurs or in Mapbox’s opinion is reasonably likely to occur, Mapbox may, at its sole option and expense (and if the Services are enjoined, Mapbox will, at its expense: ): (a) procure for Customer the right to continue using the Services, (b) modify or replace the Services to become non-infringing while retaining substantially similar functionality, or (c) if neither (a) nor (b) is commercially practicable, terminate Customer’s rights and any related licenses to the applicable Services (in which event, Customer shall will immediately stop using the applicable terminated ServicesServices and Mapbox software) and provide a pro-rata refund of any unused pre-paid Fees for the applicable Services as of the date of termination. 6.1.37.1.4. THE REMEDIES SET FORTH IN THIS SECTION CONSTITUTE CUSTOMER’S SOLE AND EXCLUSIVE REMEDIES, AND MAPBOX’S ENTIRE LIABILITY, WITH RESPECT TO INFRINGEMENT OF THIRD-THIRD PARTY INTELLECTUAL PROPERTY RIGHTS AND ANY OTHER CATEGORIES OF CLAIMS COVERED UNDER THIS SECTION.

By Mapbox. 6.1.17.1.1. Subject to the limitations in this Section, Mapbox shallwill, at its cost and expense, (a) defend, or, at its option, settle any claim brought against Customer by an unaffiliated third party to the extent alleging that the Services infringe its registered trademark or copyright or misappropriate its trade secret (each, a “Claim”)secret, and (b) pay, indemnify and hold Customer harmless from any settlement or damages finally awarded (including reasonable attorneys’ fees) to such third party as a result of such Claimclaim. 7.1.2. Mapbox shall will have no obligations under this Section to the extent any claim is based upon or arises out of: (ia) use of the Services other than as authorized by this Agreement; (iib) failure to use updated or modified Services made available to Customer that would have helped avoid or mitigate a claim; ; (iiic) Customer’s continuance of allegedly infringing activity after being notified thereof to stop in order to avoid further infringement; (ivd) combination or use of the Services with equipment, devices, software, systems, or data not provided by Mapbox to the extent that such claim is based on such combination or use; and/or (ve) compliance with Customer’s own designs, specifications or instructions (subparts (i)-(va)-(e) are collectively “Indemnity Exclusions”). 6.1.27.1.3. In addition to the foregoing, if a Claim claim covered under this Section occurs, occurs or in Mapbox’s opinion is reasonably likely to occur, Mapbox may, at its sole option and expense (and if the Services are enjoined, Mapbox will, at its expense: ): (a) procure for Customer the right to continue using the Services, (b) modify or replace the Services to become non-infringing while retaining substantially similar functionality, or (c) if neither (a) nor (b) is commercially practicable, terminate Customer’s rights and any related licenses to the applicable Services (in which event, Customer shall will immediately stop using the applicable terminated ServicesServices and Mapbox software) and provide a pro-rata refund of any unused pre-paid Fees for the applicable Services as of the date of termination. 6.1.37.1.4. THE REMEDIES SET FORTH IN THIS SECTION CONSTITUTE CUSTOMER’S SOLE AND EXCLUSIVE REMEDIES, AND MAPBOX’S ENTIRE LIABILITY, WITH RESPECT TO INFRINGEMENT OF THIRD-THIRD PARTY INTELLECTUAL PROPERTY RIGHTS AND ANY OTHER CATEGORIES OF CLAIMS COVERED UNDER THIS SECTION.