Claims for Infringement. If any third party intellectual property and license rights are necessary for OHSU to fully enjoy the benefits of this Contract, Contractor shall secure on behalf of OHSU and in its name, a royalty-free license to use the third party intellectual property, and to authorize others to do the same on behalf of OHSU. Without limiting Section 11, Contractor shall defend, indemnify, and hold OHSU, and their boards, officers, employees and agents harmless from all claims, suits, actions, losses, damages, liabilities, costs, expenses, including attorneys’ fees, and damages arising out of or related to any claims that the services, products or any other tangible or intangible items delivered to OHSU by Contractor that may be the subject of protection under any state or federal intellectual property law or doctrine, or the use thereof by OHSU, infringes any patent, copyright, trade secret, trademark, trade dress, mask work, utility design, or other proprietary right of any third party. Dispute Resolution. OHSU and Contractor agree to first enter into negotiations to resolve any failure of the parties to reach agreement on any claim or action arising under or relating to the Contract (in each case a “Dispute”) arising under or related to this Contract. The parties agree to negotiate in good faith to reach a mutually agreeable resolution of such Dispute within a reasonable period of time. If the Dispute cannot be resolved by the parties through negotiation within thirty (30) days of the date of the initial demand for negotiation by one of the parties, then either party may seek resolution of the Dispute as otherwise provided in this Contract and by law.
Claims for Infringement. If any third party intellectual property and license rights are necessary for OHSU to fully enjoy the benefits of this Contract, Contractor shall secure on behalf of OHSU and in its name, a royalty-free license to use the third party intellectual property, and to authorize others to do the same on behalf of OHSU. Without limiting Section 11, Contractor shall defend, indemnify, and hold OHSU, and their boards, officers, employees and agents harmless from all claims, suits, actions, losses, damages, liabilities, costs, expenses, including attorneys’ fees, and damages arising out of or related to any claims that the services, products or any other tangible or intangible items delivered to OHSU by Contractor that may be the subject of protection under any state or federal intellectual property law or doctrine, or the use thereof by OHSU, infringes any patent, copyright, trade secret, trademark, trade dress, mask work, utility design, or other proprietary right of any third party.
Claims for Infringement. (a) The Publisher has the right to pursue claims for copyright infringement.
Claims for Infringement. If all or any portion of the Software is, in Nectari’s opinion, likely to or otherwise does become the subject of a claim for infringement of any Intellectual Property Rights, Nectari may, at its option and its sole cost and expense, either: (i) procure in your favour the right to use the same as contemplated herein; (ii) modify the same to become non-infringing provided that any such modification does not materially impair the ability of Software, or any part thereof to conform to and perform in accordance with the Documentation or the intended use of the Software; or (iii) replace the infringing part of the Software with compatible, feature and functionally equivalent, and non-infringing products or documentation, as the case may be. If in Nectari’s reasonable opinion it is not commercially reasonable for it to comply with any of (i), (ii) or (iii) above, Nectari may upon written notice to you, terminate this Agreement. and reimbursed you for the affected Software. The remedies set forth in this Section 9.4 are Nectari’s sole obligations and your sole remedy in the event of a potential infringement or a claim for infringement relating to the Software.
Claims for Infringement. (a) If, at any time during the effective term of this Agreement, a claim shall arise for infringement or unfair competition as to any of the rights which are the subject of this Agreement, the parties may proceed jointly or separately to prosecute an action based on such claims. If the parties proceed jointly, the expenses (including attorneys’ fees) and recovery, if any, shall be shared equally by the parties. If the parties do not proceed jointly, each party shall have the right to proceed separately, and if so, such party shall bear the costs of litigation and shall own and retain any and all recovery resulting from such litigation. If the party proceeding separately does not hold the record title of the copyright at issue, the other party hereby consents that the action be brought in his, her or its name. Notwithstanding the foregoing, the Publisher has no obligation to initiate litigation on such claims, and shall not be liable for any failure to do so.
Claims for Infringement of any intellectual property rights arising from the use of Provider's products or services, software, or the internet;
