Common use of INFRINGEMENT OF RIGHTS OF THIRD PARTIES Clause in Contracts

INFRINGEMENT OF RIGHTS OF THIRD PARTIES. 12.1 In the event that the Software is held or believed by the Licensor to infringe third party copyright or patent rights, or the Licensee's use of the Software is enjoined, the Licensor will have the option, at its expense, to (i) modify the Software to cause it to become non-infringing; (ii) obtain for the Licensee a licence to continue using the Software; (iii) substitute the Software with other Software reasonably suitable to the Licensee, or (iv) if none of the foregoing remedies are commercially feasible, in Licensor’s sole but reasonable determination, terminate the Licence for the infringing Software and refund any licence fees paid for the Software, prorated over a three-year term from the date of purchase of such infringing Software. 12.2 The Licensor will have no liability for any claim of infringement based on (i) code contained within the Software which was not created by the Licensor; (ii) use of a superseded or altered release of the Software, except for such alteration(s) or modification(s) which have been made by the Licensor or under the Licensor's direction, if such infringement would have been avoided by the use of a current, unaltered release of the Software that the Licensor provides to the Licensee, or (iii) the combination, operation, or (iv) use of any Software furnished under this Agreement with programs or data not furnished by the Licensor if such infringement would have been avoided by the use of the Software without such programs or data. 12.3 The Software includes functionality that enables producing source code from the original binary code of third-party programs, and modifying binary code of Third Party Software. Licensee acknowledges that binary code and source code of Third Party Software might be protected by copyright and trademark rights. Before using the Software against Third Party Software, Licensee should make sure that decompilation or modification of binary code is not prohibited by the applicable license agreement (expect to the extent that Licensee may be expressly permitted under applicable law) or that Licensee has obtained permission to decompile or modify the binary code from the copyright owner. Licensor disclaims any liability for Licensee’s use of the Software against Third Party Software in violation of applicable laws. 12.4 This Section states the Licensor's entire liability for copyright and patent infringement. 12.5 The Licensee shall indemnify the Licensor for damages, costs, loss (including expenses and attorney’s fees) and damages of any kind resulting from its breach of its obligation under Section 10 of this Agreement.

INFRINGEMENT OF RIGHTS OF THIRD PARTIES. 12.1 In the event that the Software is held or believed by the Licensor to infringe third party copyright or patent rights, or the Licensee's use of the Software is enjoined, the Licensor will have the option, at its expense, to to (i) modify the Software to cause it to become non-infringing; (ii) obtain for the Licensee a licence to continue using the Software; (iii) substitute the Software with other Software reasonably suitable to the Licensee, or (iv) if none of the foregoing remedies are commercially feasible, in Licensor’s sole but reasonable determination, terminate the Licence for the infringing Software and refund any licence fees paid for the Software, prorated over a three-year term from the date of purchase of such infringing Software. 12.2 The Licensor will have no liability for any claim of infringement based on (i) code contained within the Software which was not created by the Licensor; (ii) use of a superseded or altered release of the Software, except for such alteration(s) or modification(s) which have been made by the Licensor or under the Licensor's direction, if such infringement would have been avoided by the use of a current, unaltered release of the Software that the Licensor provides to the Licensee, or (iii) the combination, operation, or (iv) use of any Software furnished under this Agreement with programs or data not furnished by the Licensor if such infringement would have been avoided by the use of the Software without such programs or data. 12.3 The Software includes functionality that enables producing source code from the original binary code of third-party programs, and modifying binary code of Third Party Software. Licensee acknowledges that binary code and source code of Third Party Software might be protected by copyright and trademark rights. Before using the Software against Third Party Software, Licensee should make sure that decompilation or modification of binary code is not prohibited by the applicable license agreement (expect to the extent that Licensee may be expressly permitted under applicable law) or that Licensee has obtained permission to decompile or modify the binary code from the copyright owner. Licensor disclaims any liability for Licensee’s use of the Software against Third Party Software in violation of applicable laws. 12.4 This Section states the Licensor's entire liability for copyright and patent infringement. 12.5 The Licensee shall indemnify the Licensor for damages, costs, loss (including expenses and attorney’s fees) and damages of any kind resulting from its breach of its obligation under Section 10 of this Agreement.

INFRINGEMENT OF RIGHTS OF THIRD PARTIES. 12.1 10.1 In the event that the Software is held or believed by the Licensor to infringe third party copyright or patent rights, or the Licensee's use of the Software is enjoined, the Licensor will have the option, at its expense, to to (i) modify the Software to cause it to become non-infringing; (ii) obtain for the Licensee a licence to continue using the Software; (iii) substitute the Software with other Software reasonably suitable to the Licensee, or (iv) if none of the foregoing remedies are commercially feasible, in Licensor’s sole but reasonable determination, terminate the Licence licence for the infringing Software and refund any licence fees paid for the Software, prorated over a three-year term from the date of purchase of such infringing Software. 12.2 10.2 The Licensor will have no liability for any claim of infringement based on (i) code contained within the Software which was not created by the Licensor; (ii) use of a superseded or altered release of the Software, except for such alteration(s) or modification(s) which have been made by the Licensor or under the Licensor's direction, if such infringement would have been avoided by the use of a current, unaltered release of the Software that the Licensor provides to the Licensee, or (iii) the combination, operation, or (iv) use of any Software furnished under this Agreement with programs or data not furnished by the Licensor if such infringement would have been avoided by the use of the Software without such programs or data. 12.3 10.3 The Software includes functionality that enables producing source code from the original binary code of third-party programs, and modifying binary code of Third Party Software. Licensee acknowledges that binary code and source code of Third Party Software might be protected by copyright and trademark rights. Before using the Software against Third Party Software, Licensee should make sure that decompilation or modification of binary code is not prohibited by the applicable license agreement (expect to the extent that Licensee may be expressly permitted under applicable law) or that Licensee has obtained permission to decompile or modify the binary code from the copyright owner. Licensor disclaims any liability for Licensee’s use of the Software against Third Party Software in violation of applicable laws. 12.4 10.4 This Section states the Licensor's entire liability for copyright and patent infringement. 12.5 The Licensee shall indemnify the Licensor for damages, costs, loss (including expenses and attorney’s fees) and damages of any kind resulting from its breach of its obligation under Section 10 of this Agreement.

INFRINGEMENT OF RIGHTS OF THIRD PARTIES. 12.1 9.1 In the event that the Software is held or believed by the Licensor to infringe third party copyright or patent rights, or the Licensee's use of the Software is enjoined, the Licensor will have the option, at its expense, to to (i) modify the Software to cause it to become non-infringing; (ii) obtain for the Licensee a licence license to continue using the Software; (iii) substitute the Software with other Software reasonably suitable to the Licensee, or (iv) if none of the foregoing remedies are commercially feasible, in Licensor’s sole but reasonable determination, terminate the Licence License for the infringing Software and refund any licence license fees paid for the Software, prorated over a three-year term from the date of purchase of such infringing Software. 12.2 9.2 The Licensor will have no liability for any claim of infringement based on (i) code contained within the Software which was not created by the Licensor; (ii) use of a superseded or altered release of the Software, except for such alteration(s) or modification(s) which have been made by the Licensor or under the Licensor's direction, if such infringement would have been avoided by the use of a current, unaltered release of the Software that made available by the Licensor provides to the LicenseeLicensor, or (iii) the combination, operation, or (iv) use of any Software furnished under this Agreement with programs or data not furnished by the Licensor if such infringement would have been avoided by the use of the Software without such programs or data. 12.3 9.3 The Software includes functionality that enables producing reconstructing source code from the original binary code of third-party programs, and modifying binary code of Third Party Software. Licensee acknowledges that binary code and source code of Third Party Software might be protected by copyright and trademark rights. Before using the Software against Third Party Software, Licensee should make sure that decompilation or modification of binary code is not prohibited by the applicable license License agreement (expect to the extent that Licensee may be expressly permitted under applicable law) or that Licensee has obtained permission to decompile or modify the binary code from the copyright owner. Licensor disclaims any liability for Licensee’s use of the Software against Third Party Software in violation of applicable laws. 12.4 9.4 This Section states the Licensor's entire liability for copyright and patent infringement. 12.5 9.5 The Licensee shall indemnify the Licensor for damages, costs, loss (including expenses and attorney’s fees) and damages of any kind resulting from its breach of its obligation under Section 10 10.2 of this Agreement.