Common use of Indemnification by nFront Clause in Contracts

Indemnification by nFront. Subject to the limitations set forth in Section 10.5 hereof, nFront shall indemnify, defend and hold harmless Reseller, its officers, directors, shareholders, employees, agents and affiliates from and against any claim, suit or proceeding based upon an allegation that the nHome System (or any portion thereof) infringe upon or misappropriate any copyright, patent, trademark or trade secret of any third party, provided that nFront is notified promptly of such claim, suit or proceeding in writing and is given authority, control and full and proper information and assistance in the defense and settlement of such claim, suit or proceeding. If the nHome System is finally determined by a court of competent jurisdiction to constitute an infringement of any patent, copyright, trademark or other trade secret of a third party and its use is enjoined, nFront shall either: (a) procure the right for Reseller to continue to use the nHome System under this Agreement; or (b) replace or modify the nHome System with a version of the nHome System that is not so infringing and that satisfies this provision of this Agreement.

Indemnification by nFront. Subject to the limitations set forth in Section 10.5 9.5 hereof, nFront shall indemnify, defend and hold harmless Reseller, its officers, directors, shareholders, employees, agents and affiliates from and against any claim, suit or proceeding based upon an allegation that the nHome System (or any portion thereof) infringe upon or misappropriate any copyright, patent, trademark or trade secret of any third party, provided that nFront is notified promptly of such claim, suit or proceeding in writing and is given authority, control and full and proper information and assistance in the defense and settlement of such claim, suit or proceeding. If the nHome System is finally determined by a court of competent jurisdiction to constitute an infringement of any patent, copyright, trademark or other trade secret of a third party and its use is enjoined, nFront shall either: (a) procure the right for Reseller to continue to use the nHome System under this Agreement; or (b) replace or modify the nHome System with a version of the nHome System that is not so infringing and that satisfies this provision of this Agreement.