Infringing Materials. In the event CNP reasonably determines that any materials used by or in connection with the CNP Platform, including without limitation, Customer Content are infringing or otherwise violate applicable law or third party rights, CNP shall have the right to disable access to and/or remove such materials from the CNP Platform, while (when possible) still allowing end-users to access Customer's web sites; provided, however, that CNP will notify Customer immediately of any such disablement or removal, and, in the event that the infringing materials are Customer Content, Customer will have the right to substitute the infringing materials. The foregoing provision shall not otherwise affect any other rights and obligations of the parties under this Agreement or applicable law.
Infringing Materials. If any Services, Deliverables, documentation, software or other resources provided by FCS under this Agreement infringe or misappropriate any Intellectual Property Right of any Person or are subject to a claim that it does (such items, the “Infringing Materials”), FCS will, at its cost and expense, either (i) procure for FCS and Customer the right to continue using the Infringing Materials in accordance with the terms of this Agreement and the applicable Supplement(s); (ii) modify the Infringing Materials to make them non-infringing, provided that such modification does not degrade or reduce the performance, functional capabilities or quality of such Infringing Materials; or (iii) replace the Infringing Materials with a non-infringing functional equivalent, provided that such replacement does not have degraded or reduced performance, functional capabilities or quality when compared to the Infringing Materials and does not adversely impact the quality of the Services. Nothing in this Section will be interpreted to limit FCS’s obligations to grant the licenses and provide the Services in accordance with this Agreement.
