Infringement Warranty and Indemnity. Contractor warrants that the Work and Contractor’s work product will not infringe on any copyright, patent, or trade secret. CONTRACTOR SHALL FULLY INDEMNIFY, DEFEND AND HOLD THE CCI GROUP HARMLESS FOR, FROM AND AGAINST ALL CLAIMS FOR ANY COPYRIGHT OR PATENT INFRINGEMENT OR MISAPPROPRIATION OF A TRADE SECRET, ARISING OUT OF OR RESULTING FROM CONTRACTOR’S OR ITS SUBCONTRACTORS’ PERFORMANCE OF THE WORK, INCLUDING CCI’S USE OF ANY DESIGNS OR OTHER WORK PRODUCT DEVELOPED BY CONTRACTOR, AND CONTRACTOR SHALL REIMBURSE THE CCI GROUP FULLY FOR ANY ROYALTIES, DAMAGES OR OTHER PAYMENTS THAT A CCI GROUP SHALL BE OBLIGATED TO PAY. In the event CCI’s use of any work product developed by Contractor is interrupted as a result of such a claim, then Contractor shall either: (a) procure for CCI, at no cost to CCI, the right to continue using the infringing work product as though it were non-infringing; or (b) replace or modify the infringing work product with a work product that is non-infringing and that does not violate the property rights of others. The CCI Group shall have the right to be present and represented by counsel, at its own expense, at all times during litigation or other discussions relating to claims under this provision. Neither Contractor nor a CCI Group shall settle or compromise any such litigation without the consent of the other if such settlement or compromise obligates the other to make any payment or part with any property or assume any obligation or grant any license or other rights or be subject to any injunction by reason of such settlement or compromise.
Appears in 13 contracts
Samples: Master Services Agreement, Master Services Agreement, Master Services Agreement
Infringement Warranty and Indemnity. Contractor warrants that the Work and Contractor’s work product will not infringe on any copyright, patent, or trade secret. CONTRACTOR SHALL FULLY INDEMNIFY, DEFEND AND HOLD THE CCI SIGNAL HILL GROUP HARMLESS FOR, FROM AND AGAINST ALL CLAIMS FOR ANY COPYRIGHT OR PATENT INFRINGEMENT OR MISAPPROPRIATION OF A TRADE SECRET, ARISING OUT OF OR RESULTING FROM CONTRACTOR’S OR ITS SUBCONTRACTORS’ PERFORMANCE OF THE WORK, INCLUDING CCI’S USE OF ANY DESIGNS OR OTHER WORK PRODUCT DEVELOPED BY CONTRACTOR, AND CONTRACTOR SHALL REIMBURSE THE CCI SIGNAL HILL GROUP FULLY FOR ANY ROYALTIES, DAMAGES OR OTHER PAYMENTS THAT A CCI SIGNAL HILL GROUP SHALL BE OBLIGATED TO PAY. In the event CCI’s use of any work product developed by Contractor is interrupted as a result of such a claim, then Contractor shall either: (a) procure for CCI, at no cost to CCI, the right to continue using the infringing work product as though it were non-infringing; or (b) replace or modify the infringing work product with a work product that is non-infringing and that does not violate the property rights of others. The CCI Signal Hill Group shall have the right to be present and represented by counsel, at its own expense, at all times during litigation or other discussions relating to claims under this provision. Neither Contractor nor a CCI Signal Hill Group shall settle or compromise any such litigation without the consent of the other if such settlement or compromise obligates the other to make any payment or part with any property or assume any obligation or grant any license or other rights or be subject to any injunction by reason of such settlement or compromise.
Appears in 1 contract
Samples: Master Services Agreement
Infringement Warranty and Indemnity. Contractor warrants that the Work and Contractor’s work product will not infringe on any copyright, patent, or trade secret. CONTRACTOR SHALL FULLY INDEMNIFY, DEFEND AND HOLD THE CCI INGENCO GROUP HARMLESS FOR, FROM AND AGAINST ALL CLAIMS FOR ANY COPYRIGHT OR PATENT INFRINGEMENT OR MISAPPROPRIATION OF A TRADE SECRET, ARISING OUT OF OR RESULTING FROM CONTRACTOR’S OR ITS SUBCONTRACTORS’ PERFORMANCE OF THE WORK, INCLUDING CCIINGENCO’S USE OF ANY DESIGNS OR OTHER WORK PRODUCT DEVELOPED BY CONTRACTOR, AND CONTRACTOR SHALL REIMBURSE THE CCI INGENCO GROUP FULLY FOR ANY ROYALTIES, DAMAGES OR OTHER PAYMENTS THAT A CCI INGENCO GROUP SHALL BE OBLIGATED TO PAY. In the event CCIINGENCO’s use of any work product developed by Contractor is interrupted as a result of such a claim, then Contractor shall either: (a) procure for CCIINGENCO, at no cost to CCIINGENCO, the right to continue using the infringing work product as though it were non-infringing; or (b) replace or modify the infringing work product with a work product that is non-infringing and that does not violate the property rights of others. The CCI INGENCO Group shall have the right to be present and represented by counsel, at its own expense, at all times during litigation or other discussions relating to claims under this provision. Neither Contractor nor a CCI INGENCO Group shall settle or compromise any such litigation without the consent of the other if such settlement or compromise obligates the other to make any payment or part with any property or assume any obligation or grant any license or other rights or be subject to any injunction by reason of such settlement or compromise.
Appears in 1 contract
Samples: Master Services Agreement
Infringement Warranty and Indemnity. Contractor warrants that the Work and Contractor’s work product will not infringe on any copyright, patent, or trade secret. CONTRACTOR SHALL FULLY INDEMNIFY, DEFEND AND HOLD THE CCI DELTA GROUP HARMLESS FOR, FROM AND AGAINST ALL CLAIMS FOR ANY PATENT, COPYRIGHT OR PATENT TRADEMARK INFRINGEMENT OR MISAPPROPRIATION OF A TRADE SECRET, ARISING OUT OF OR RESULTING FROM CONTRACTOR’S OR ITS SUBCONTRACTORS’ PERFORMANCE OF THE WORK, INCLUDING CCIDELTA’S USE OF ANY DESIGNS OR OTHER WORK PRODUCT DEVELOPED BY CONTRACTOR, AND CONTRACTOR SHALL REIMBURSE THE CCI DELTA GROUP FULLY FOR ANY ROYALTIES, DAMAGES OR OTHER PAYMENTS THAT A CCI DELTA GROUP SHALL BE OBLIGATED TO PAY. In the event CCIDelta’s use of any work product developed by Contractor is interrupted as a result of such a claim, then Contractor shall either: (a) procure for CCIDelta, at no cost to CCIDelta, the right to continue using the infringing work product as though it were non-infringing; or (b) replace or modify the infringing work product with a work product that is non-infringing and that does not violate the property rights of others. The CCI Delta Group shall have the right to be present and represented by counsel, at its own expense, at all times during litigation or other discussions relating to claims under this provision. Neither Contractor nor a CCI Delta Group shall settle or compromise any such litigation without the consent of the other if such settlement or compromise obligates the other to make any payment or part with any property or assume any obligation or grant any license or other rights or be subject to any injunction by reason of such settlement or compromise.
Appears in 1 contract
Samples: Master Services Agreement
Infringement Warranty and Indemnity. Contractor warrants that the Work and Contractor’s work product will not infringe on any copyright, patent, or trade secret. CONTRACTOR SHALL FULLY INDEMNIFY, DEFEND AND HOLD THE CCI RENSSELAER GROUP HARMLESS FOR, FROM AND AGAINST ALL CLAIMS FOR ANY COPYRIGHT OR PATENT INFRINGEMENT OR MISAPPROPRIATION OF A TRADE SECRET, ARISING OUT OF OR RESULTING FROM CONTRACTOR’S OR ITS SUBCONTRACTORS’ PERFORMANCE OF THE WORK, INCLUDING CCI’S USE OF ANY DESIGNS OR OTHER WORK PRODUCT DEVELOPED BY CONTRACTOR, AND CONTRACTOR SHALL REIMBURSE THE CCI RENSSELAER GROUP FULLY FOR ANY ROYALTIES, DAMAGES OR OTHER PAYMENTS THAT A CCI RENSSELAER GROUP SHALL BE OBLIGATED TO PAY. In the event CCI’s use of any work product developed by Contractor is interrupted as a result of such a claim, then Contractor shall either: (a) procure for CCI, at no cost to CCI, the right to continue using the infringing work product as though it were non-infringing; or (b) replace or modify the infringing work product with a work product that is non-infringing and that does not violate the property rights of others. The CCI Rensselaer Group shall have the right to be present and represented by counsel, at its own expense, at all times during litigation or other discussions relating to claims under this provision. Neither Contractor nor a CCI Rensselaer Group shall settle or compromise any such litigation without the consent of the other if such settlement or compromise obligates the other to make any payment or part with any property or assume any obligation or grant any license or other rights or be subject to any injunction by reason of such settlement or compromise.
Appears in 1 contract
Samples: Master Services Agreement