Indemnity Warranties Remedies. 5.1. Infringement Indemnity. Company will defend and indemnify Client against a claim that the Hosted Programs infringe a copyright or patent, provided that: (a) Client notifies Company in writing within 30 days of the claim;
Indemnity Warranties Remedies. 5.1 Infringement Indemnity Oracle will defend and indemnify Customer against a claim that the Programs infringe a copyright or patent or other intellectual property right, provided that: (a) Customer notifies Oracle in writing within 30 days of the claim' (b) Oracle has sole control of the defense and all related settlement negotiations; and (c) customer provides Oracle with the assistance, information and authority necessary to perform Oracle's obligations under this Section. Oracle will reimburse Customer's reasonable out-of-pocket expenses incurred in providing such assistance. Oracle shall have no liability for any claim or infringement based on use of a superseded or altered release of Programs if the infringement would have been avoided by the use of a current unaltered release of the Programs which Oracle provides to Customer.
Indemnity Warranties Remedies. Infringement Indemnity
Indemnity Warranties Remedies. 5.1 INDEMNITY Intellectual Property Indemnification eGain, at its own expense, shall (a) defend, or at its option, settle any suit brought against the Customer by a third party on the basis of infringement of any valid intellectual property rights by the Cloud Products or Work Product (excluding any suit deriving from any Customer provided item); and (b) pay any final judgment entered against the Customer on such issue or any settlement thereof, provided that: (i) the Customer notifies eGain promptly of each suit; (ii) eGain is given sole control of the defense and/or settlement; and the (iii) Customer fully co-operates and provides all reasonable assistance to eGain in the defense or settlement. If all or any part of the Cloud Products or Work Product becomes, or in the opinion of the eGain may become, the subject of a suit of infringement, the eGain at its own expense and sole discretion may: (i) procure for the Customer the right to continue to use the Cloud Products or Work Product or the affected part thereof; or (ii) replace the Cloud Products or Work Product or affected part with other suitable non-infringing service(s); or (iii) modify the Cloud Products or Work Product or affected part to make the same non-infringing; or if none of these options is commercially practical, the eGain may terminate the Agreement. eGain shall have no obligations under this clause 5.1 to the extent that a claim is based on: (i) the combination, operation or use of the Cloud Products or Work Product with other services or software not provided by eGain, if such infringement would have been avoided in the absence of such combination, operation or use; or (ii) use of the Cloud Products or Work Product in any manner inconsistent with this Agreement; or (iii) the negligence or wilful misconduct of the Customer. The Customer shall indemnify and hold eGain and its suppliers or agents harmless from and against any cost, losses, liabilities and expenses, including reasonable legal costs arising from any claim relating to or resulting directly or indirectly from (i) any claimed infringement or violation by the Customer of any Intellectual Property Rights with respect to the Customer’s use of the Cloud Products or Work Product outside the scope of this Agreement; (ii) any access to or use of the Cloud Products or Work Product by a third party, and
Indemnity Warranties Remedies. 4.1 INFRINGEMENTS EACH Party (Supplier) will defend and indemnify the other party (the Recipient) against a claim that all marketing materials provided by the Supplier (Materials) and used by the Recipient under this Agreement infringe a copyright or trademark provided that: (a) the Recipient in writing notifies the Supplier within thirty (30) days of the claim; (b) The supplier has sole control over the defence and all related settlement negotiations; and (c) The Recipient provides the Supplier with the assistance, information and authority reasonably required to perform the above; reasonable out-of-pocket expenses incurred by the Recipient in providing such assistance will be reimbursed by the Provider. The Supplier shall have no responsibility for any allegation of infringement resulting from: (a) the recipient's use of a superseded or altered release of part or all of the Material if infringement would have been avoided by the use of a subsequent unchanged release of the Material provided to the recipient; or (b) any information, design, specification, instruction or material that has not been decorated by the Supplier. In the event that part or all of the Material is held or is deemed to be infringing by the Supplier, the Supplier shall be able, at its expense, (a) to modify the Material to be non-infringing; (b) to obtain a license for the Recipient to continue to use the Material; or (c) to require the return of the infringing Material and all rights thereto from the Recipient. THIS SECTION 4.1 SETS OUT THE PARTIES' ENTIRE LIABILITY AND EXCLUSIVE REMEDIES FOR INFRINGEMENT. 4.2
Indemnity Warranties Remedies. 5.1. Infringement Indemnity. Curve will defend and indemnify Client against a claim that the Hosted Programs infringe a copyright or patent, provided that: (a) Client notifies Curve in writing within 30 days of the claim; (b) Curve has sole control of the defense and all related settlement negotiations; and (c) Client provides Curve with the assistance, information and authority necessary to perform Curve’s obligations under this Section. Reasonable out-of-pocket expenses incurred by Client in providing such assistance will be reimbursed by Curve. In the event the Hosted Programs are held or are believed by Curve to infringe, Curve shall have the option, at its expense, to (a) modify the Hosted Programs to be non-infringing; (b) obtain for Client a subscription to continue using the Hosted Programs; or (c) terminate the subscription for the infringing Hosted Programs. This Section 5.1 states Curve’s entire liability and Client’s exclusive remedy for infringement.
Indemnity Warranties Remedies
