Common use of INTELLECTUAL PROPERTY RIGHTS (IPR) Clause in Contracts

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use of the Delivery Items, the Supplier shall – as an integral part of the Delivery Items – grant all rights of use without any restrictions, includ- ing restrictions derived from patent law, design law, copyright law or trademark l aw. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees , royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or use of the Deliverables, the Buyer shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyer, the Supplier shall within 1 (one) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiations, always provided that, in case of legal proceedings, always provided that the Sup- plier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to the use of the Deliverables, or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- ments, and indemnify the Buyer for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer DALO the full use of the Delivery ItemsDeliverables, the Supplier shall – - as an integral part of the Delivery Items Deliverables – grant all rights of use without any restrictions, includ- ing restrictions including re- strictions derived from patent law, design law, copyright law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the BuyerDALO's importim- port, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer DALO for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer DALO as a result of the BuyerDALO's ownership and / or use of the Deliverables, the Buyer DALO shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer DALO informed of the process process. Upon receipt of such notice from the BuyerDALO, the Supplier shall within 1 (one) week inform the Buyer DALO if the Supplier wishes to take over any proceedings, including commercial nego- tiationsnegotia- tions, always provided that, in case of legal proceedings, always provided that the Sup- plier Suppli er uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer DALO shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including in- cluding legal assistance and any expert assistance necessary. necessar y. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer DALO shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the BuyerDALO, free of charge, to the extent necessary in such proceedings. The Buyer DALO shall be held harmless for the cost of any legal services necessary and fair to defend the Buyerd e- fend DALO's position, any court fees, and fees of independent experts retained by the Buyer DALO or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer DALO the right to the use of the Deliverables, Deliverables or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- mentsrequirements, and indemnify the Buyer DALO for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use of the Delivery Items, the Supplier shall – as an integral part of the Delivery Items – grant all rights of use without any restrictions, includ- ing restrictions derived from patent law, design law, copyright law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or use of the Deliverables, the Buyer shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyer, the Supplier shall within 1 (one) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiations, always provided that, in case of legal proceedings, always provided that the Sup- plier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able abl e to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to the use of the Deliverables, or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- ments, and indemnify the Buyer for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use of the Delivery Items, the Supplier shall – as an integral part of the Delivery Items – grant all rights of use without any restrictions, includ- ing restrictions derived from patent law, design law, copyright law or trademark l aw. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees , royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or use of the Deliverables, the Buyer B uyer shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyer, the Supplier shall within 1 (one) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiations, always provided that, in case of legal proceedings, always provided that the Sup- plier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able abl e to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to the use of the Deliverables, or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- ments, and indemnify the Buyer for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier 6.1 Subject to Section 20.2, Seller shall retain indemnify, defend and hold Buyer harmless against all rights to the Supplier's intellectual capitalclaims, liabilities, damages, expenses, judgments and losses (including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use reasonable attorneys’ fees) arising from alleged infringement of the Delivery Items, the Supplier shall – as an integral part any patent or any violation of the Delivery Items – grant all rights of use without any restrictions, includ- ing restrictions derived from patent law, design law, copyright law or trademark l aw. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any other third party rights of whatever nature, and that no third party has the intellectual property right to claim license fees , royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or Xxxxx’s use of ECS, provided Xxxxx provides to Seller prompt written notice of any claim, reasonable assistance, and control over the Deliverablesnegotiation, the Buyer shall notify the Supplier without undue delay after receiving a noticelitigation, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt settlement of such noticeclaim. 6.2 In the event that a final injunction is obtained against Xxxxx’s use of ECS, or if in Seller’s opinion any ECS may become the subject of an injunction or other claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyerinfringement, the Supplier shall within 1 Seller may, at its option and expense, promptly (onei) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiations, always provided that, in case of legal proceedings, always provided that the Sup- plier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless procure for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to continue using the relevant ECS, (ii) replace or modify such ECS so that it becomes non-infringing, or (iii) accept the return of such ECS and refund to Buyer the purchase price therefor; as depreciated on a straight line five (5) year basis. Seller may withhold further shipments of any such ECS. 6.3 Seller shall not have any liability or responsibility to Buyer to the extent that any infringement or claim thereof or injunction is based upon: (i) use of an ECS in combination with equipment or software not supplied by Seller where the DeliverablesECS would not itself be infringing except any use which is consistent with normal industry practices; (ii) use of an ECS manufactured in compliance with Buyer’s designs, specifications or end instructions; (iii) use of an ECS in an application or environment for which it was not designed or not contemplated hereunder; (iv) modification of an ECS by anyone other than Seller; or (v) any claims of infringement of any patent in which Buyer or any affiliate or customer of Buyer has an interest or license. 6.4 The Parties agree that the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- ments, rights and indemnify the Buyer for any loss remedies set out in this connectionSection shall be Buyer’s sole right and remedy in the event of an IPR infringement claim.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer DALO the full use of the Delivery ItemsDeliverables, the Supplier shall – - as an integral part of the Delivery Items Deliverables – grant all rights of use without any restrictions, includ- ing restrictions including re- strictions derived from patent law, design law, copyright law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the BuyerDALO's importim- port, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer DALO for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer DALO as a result of the BuyerDALO's ownership and / or use of the Deliverables, the Buyer DALO shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer DALO informed of the process process. Upon receipt of such notice from the BuyerDALO, the Supplier shall within 1 (one) week inform the Buyer DALO if the Supplier wishes to take over any proceedings, including commercial nego- tiationsnegotia- tions, always provided that, in case of legal proceedings, always provided that the Sup- plier Supplier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer DALO shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including in- cluding legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer DALO shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the BuyerDALO, free of charge, to the extent necessary in such proceedings. The Buyer DALO shall be held harmless for the cost of any legal services necessary and fair to defend the Buyerd e- fend DALO's position, any court fees, and fees of independent experts retained by the Buyer DALO or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer DALO the right to the use of the Deliverables, Deliverables or end the infringement infringeme nt by changing or replacing the Deliverables as necessary, while still complying with the contractual require- mentsrequirements, and indemnify the Buyer DALO for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use of the Delivery Items, the Supplier shall – as an integral part of the Delivery Items – grant all rights of use without any restrictions, includ- ing restrictions derived from patent law, design law, copyright law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or use of the Deliverables, the Buyer shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyer, the Supplier shall within 1 (one) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiations, always provided that, in case of legal proceedings, always provided that the Sup- plier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to the use of the Deliverables, or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- ments, and indemnify the Buyer for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use of the Delivery Items, the Supplier shall – as an integral part of the Delivery Items – grant all rights of use without any restrictions, includ- ing restrictions derived from patent law, design law, copyright copyrig ht law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or use of the Deliverables, the Buyer shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyer, the Supplier shall within 1 (one) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiations, always provided that, in case of legal proceedings, always provided that the Sup- plier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the SupplierS upplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to the use of the Deliverables, or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- ments, and indemnify the Buyer for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use of the Delivery Items, the Supplier shall – as an integral part of the Delivery Items – grant all rights of use without any restrictions, includ- ing in- cluding restrictions derived from patent law, design law, copyright law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or use of the Deliverables, the Buyer shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyer, the Supplier shall within 1 (one) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiationsne- gotiations, always provided that, in case of legal proceedings, always provided that the Sup- plier Supplier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial commerci al negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related re- lated commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to the use of the Deliverables, or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- mentsr e- quirements, and indemnify the Buyer for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer DALO the full use of the Delivery ItemsDeliverables, the Supplier shall – - as an integral part of the Delivery Items Deliverables – grant all rights of use without any restrictions, includ- ing restrictions including re- strictions derived from patent law, design law, copyright law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the BuyerDALO's importim- port, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer DALO for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer DALO as a result of the BuyerDALO's ownership and / or use of the Deliverables, the Buyer DALO shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer DALO informed of the process process. Upon receipt of such notice from the BuyerDALO, the Supplier shall within 1 (one) week inform the Buyer DALO if the Supplier wishes to take over any proceedings, including commercial nego- tiationsnegotia- tions, always provided that, in case of legal proceedings, always provided that the Sup- plier Supplier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer DALO shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including in- cluding legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer DALO shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the BuyerDALO, free of charge, to the extent necessary in such proceedings. The Buyer DALO shall be held harmless for the cost of any legal services necessary and fair to defend the Buyerde- fend DALO's position, any court fees, and fees of independent experts retained by the Buyer DALO or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer DALO the right to the use of the Deliverables, Deliverables or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- mentsre quirements, and indemnify the Buyer DALO for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer the full use of the Delivery Items, the Supplier shall – as an integral part of the Delivery Items – grant all rights of use without any restrictions, includ- ing restrictions derived from patent law, design law, copyright law or trademark l awtr ademark law. The Supplier furthermore represents and warrants that the Deliverables and the Buyer's import, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees lic ense fees, royalties or other payments from the Buyer for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer as a result of the Buyer's ownership and / or use of the Deliverables, the Buyer shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer informed of the process . Upon receipt of such notice from the Buyer, the Supplier shall within 1 (one) week inform the Buyer if the Supplier wishes to take over any proceedings, including commercial nego- tiations, always provided that, in case of legal proceedings, always provided that the Sup- plier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the Buyer, free of charge, to the extent necessary in such proceedings. The Buyer shall be held harmless for the cost of any legal services necessary and fair to defend the Buyer's position, any court fees, and fees of independent experts retained by the Buyer or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish establ ish that the third party's rights in question have been infringed, the Supplier shall secure to the Buyer the right to the use of the Deliverables, or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the t he contractual require- ments, and indemnify the Buyer for any loss in this connection.

INTELLECTUAL PROPERTY RIGHTS (IPR). The Supplier shall retain all rights to the Supplier's intellectual capital, including but not limited to the Supplier's methodologies, ideas, knowhow, techniques, models, tools, skills, generic industry information, knowledge and experience. In order to allow the Buyer DALO the full use of the Delivery ItemsDeliverables, the Supplier shall – - as an integral part of the Delivery Items Deliverables – grant all rights of use without any restrictions, includ- ing restrictions including re- strictions derived from patent law, design law, copyright law or trademark l awlaw. The Supplier furthermore represents and warrants that the Deliverables and the BuyerDALO's importim- port, use and possible subsequent export does not infringe any third party rights of whatever nature, and that no third party has the right to claim license fees fees, royalties or other payments from the Buyer DALO for the ownership, possession or use of the Deliverables. If a third party should bring an action or submit a claim against the Buyer DALO as a result of the BuyerDALO's ownership and / or use of the Deliverables, the Buyer DALO shall notify the Supplier without undue delay after receiving a notice, claim or similar from such third party and shall allow the Supplier to take over any proceedings, including commercial negotiations following the receipt of such notice, claim or similar. The Supplier shall keep the Buyer DALO informed of the process process. Upon receipt of such notice from the BuyerDALO, the Supplier shall within 1 (one) week inform the Buyer DALO if the Supplier wishes to take over any proceedings, including commercial nego- tiationsnegotia- tions, always provided that, in case of legal proceedings, always provided that the Sup- plier Supplier uses a reputable and recognized attorney or law-firm to handle the proceedings. The Buyer DALO shall free of charge render reasonable assistance to the Supplier. The Supplier shall pay all other costs, including in- cluding legal assistance and any expert assistance necessary. Should the Supplier not take over the proceedings, including commercial negotiations, within 1 (one) week, the Buyer DALO shall be entitled to carry out the legal proceedings or related commercial negotiations. In this case, the Supplier must assist the BuyerDALO, free of charge, to the extent necessary in such proceedings. The Buyer DALO shall be held harmless for the cost of any legal services necessary and fair to defend the Buyerd e- fend DALO's position, any court fees, and fees of independent experts retained by the Buyer DALO or appointed by the court, etc. If a claim from a third party is successful, i.e. if such third party is able to establish that the third party's rights in question have been infringed, the Supplier shall secure secur e to the Buyer DALO the right to the use of the Deliverables, Deliverables or end the infringement by changing or replacing the Deliverables as necessary, while still complying with the contractual require- mentsrequirements, and indemnify the Buyer DALO for any loss in this connection.