Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in the reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party shall promptly and at its sole expense and sole option, but subject to the limitations of liability set forth below:
9.4.1 modify or replace the applicable facilities or equipment (including software) while maintaining form and function, or
9.4.2 obtain a license sufficient to allow such use to continue.
9.4.3 In the event 9.4.1 or 9.4.2 are commercially unreasonable, then said Party may, terminate, upon reasonable notice, this contract with respect to use of, or services provided through use of, the affected facilities or equipment (including software), but solely to the extent required to avoid the infringement claim.
Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in the reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party, promptly and at its sole expense and sole option, but subject to the limitations of liability set forth below, shall:
6.3.2.1 modify or replace the applicable facilities or equipment (including software) while maintaining form and function, or
6.3.2.2 obtain a license sufficient to allow such use to continue.
6.3.2.3 In the event Section 6.3.2.1 or 6.
Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in the reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party shall promptly and at its sole expense and sole option, but subject to the limitations of liability set forth below:
8.3.2.1 modify or replace the applicable facilities or equipment (including software) while maintaining form and function, or
8.3.2.2 obtain a license sufficient to allow such use to continue.
8.3.2.3 In the event Section 8.3.2.1 or 8.3.2.2 are commercially unreasonable, then said Party may terminate, upon reasonable notice, this contract with respect to use of, or services provided through use of, the affected facilities or equipment (including software), but solely to the extent required to avoid the infringement claim.
Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party shall promptly and at its sole expense, but subject to the limitations of liability set forth below: (i) modify or replace the applicable facilities or equipment (including software) while maintaining its form and function, or (ii) obtain a license sufficient to allow such use to continue.
21.5.1 In the event (i) or (ii) are commercially unreasonable, then said Party may terminate, upon reasonable notice, this contract with respect to use of, or services provided through use of, the affected facilities or equipment (including software), but solely to the extent required to avoid the infringement claim.
21.5.2 Promptly after receipt of notice of any claim or the commencement of any action for which a Party may seek indemnification pursuant to this Section, such Party (“Indemnified Party”) shall promptly give written notice to the other Party (“Indemnifying Party”) of such claim or action, but the failure to so notify the Indemnifying Party shall not relieve the Indemnifying Party of any liability it may have to the Indemnified Party except to the extent the Indemnifying Party has actually been prejudiced thereby. The Indemnifying Party shall be obligated to assume the defense of such claim, at its own expense. The Indemnified Party shall cooperate with the Indemnifying Party’s reasonable requests for assistance or information relating to such claim, at the Indemnifying Party’s expense. The Indemnified Party shall have the right to participate in the investigation and defense of such claim or action, with separate counsel chosen and paid for by the Indemnified Party.
Claim of Infringement. 6.3.2.1 In the event that use of anyfacilities or equpiment (including software), becomes, or in the reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party, promptly and at its sole expense and sole option, bsuut bject to the limitations of liability set forth below, shall:
6.3.2.2 modify or replace the applicable fcailities or equipment (including software) whilemaintaining form and function, or
6.3.2.3 obtain a license sufficient to allow such use to continue.
6.3.2.4 In the event Sections 6.3.2.2 or 6.3.2.3 above are commercially unreasonable, then said Party may terminate, upon reasonable notice, this contract with respect to use of, or services provided through use of, the affected facilities or equipment (including software), but solyeto the extent required to avoid the infringement claim.
Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in the reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party shall promptly and at its sole expense and sole option, but subject to the limitations of liability set forth below:
7.4.1 modify or replace the applicable facilities or equipment (including software) while maintaining form and function, or
7.4.2 obtain a license sufficient to allow such use to continue.
7.4.3 In the event Section 8.4.1 or 8.4.2 are commercially unreasonable, then said Party may, terminate, upon reasonable notice, this contract with respect to use of, or services provided through use of, the affected facilities or equipment (including software), but solely to the extent required to avoid the infringement claim. However, the termination of a particular service under this Section does not relieve the Party of its obligation to provide any service required under the Act, the regulations thereunder or by the Commission.
Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in the reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party shall promptly and at its sole expense:
11.4.1 modify or replace the applicable facilities or equipment (including software) while maintaining form and function, or
11.4.2 obtain a license sufficient to allow such use to continue, or
11.4.3 in the event that the actions contemplated by Section 11.4.1 or 11.4.2 are commercially unreasonable, then said Party may terminate, upon reasonable notice, this contract with respect to use of, or services provided through use of, the affected facilities or equipment (including software), but solely to the extent required to avoid the infringement claim.
11.4.4 Neither Party's obligations under this Section shall apply to the extent the infringement is caused by: (i) modification of the facilities or equipment (including software) by the indemnitee; (ii) use by the indemnitee of the facilities or equipment (including software) in combination with equipment or facilities (including software) not provided or authorized by the indemnitor, provided the facilities or equipment (including software) would not be infringing if used alone;
Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in reasonable judgment of the Party who owns the affected network is likely to become, the subject of a claim, action, suit, or proceeding based on intellectual property infringement, then said Party shall promptly and at its sole expense:
(a) modify or replace the applicable facilities or equipment (including software) while maintaining form and function, or
(b) obtain a license sufficient to allow such use to continue. In the event (a) or (b) are commercially unreasonable, then said Party may, terminate, upon reasonable notice, this contract with respect to use of, or services provided through use of, the affected facilities or equipment (including software), but solely to the extent required to avoid the infringement claim.
Claim of Infringement. In the event that use of any facilities or equipment (including software), becomes, or in the reasonable judgment of BellSouth is likely to become, the subject of a third party claim, action, suit, or proceeding based on intellectual property infringement, then BellSouth shall have the right to terminate, upon reasonable notice, this Agreement with respect to use of, or Services provided through use of, the affected facilities or equipment (including software), but solely to the extent required to avoid the infringement claim.
Claim of Infringement. In the event a claim, demand, threat, suit, or proceeding is brought against You by a third party alleging that Your use of the Products or Services that were exclusively developed and under the exclusive control of CellTrust (except as limited below in “Limitations for a Claim of Infringement”) infringes the claimant’s United States patent, copyright, trademark, or trade secret, CellTrust may, at its sole option and expense: (a) procure for You the right to continue use of the Products or Services or infringing part; (b) modify or amend the Products or Services or infringing part in such a way as to make it non‐infringing; (c) replace the Products or Services or infringing part with an alternative having substantially the same capabilities; or (c) if the foregoing is not commercially practicable in CellTrust’s reasonable judgment, terminate this Agreement. THE REMEDIES SET FORTH IN THIS PROVISION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDIES IN THE EVENT OF AN INFRINGEMENT CLAIM, DEMAND, THREAT, SUIT, OR PROCEEDING RELATING TO THE PRODUCTS OR SERVICES; HOWEVER, THE FOREGOING SHALL NOT BE CONSTRUED TO LIMIT OR NEGATE ANY INDEMNIFICATION OBLIGATIONS OF CELLTRUST SET FORTH IN A SEPARATE WRITTEN AGREEMENT. Apple shall have no responsibility for the investigation, defense, settlement, and discharge of any such infringement claim.
