IP Remedies Sample Clauses
IP Remedies. If Qumulo reasonably believes the Subscription Services (or any component thereof) could infringe any third party’s Intellectual Property Rights, Qumulo may, at its sole option and expense use commercially reasonable efforts to: (i) modify or replace the Subscription Services, or any component or part thereof, to make it non-infringing; or (ii) procure the right for you to continue Use. If Qumulo determines that neither alternative is commercially practicable, Qumulo may terminate this Agreement, in its entirety or with respect to the affected component, by providing written notice to you. In the event of any such termination, Qumulo will refund to you a pro-rata portion of the Fees that have been paid for the unexpired portion. The rights and remedies set forth in this Section 8 will constitute your sole and exclusive remedy for any infringement or misappropriation of Intellectual Property Rights in connection with the Subscription Services.
IP Remedies. If Persefoni reasonably believes the Subscription Services (or any component thereof) could infringe any third party’s Intellectual Property Rights, Persefoni may, at its sole option and expense use commercially reasonable efforts to: (i) modify or replace the Subscription Services, or any component or part thereof, to make it non-infringing; or (ii) procure the right for Customer to continue use. If Persefoni determines that neither alternative is commercially practicable, Persefoni may terminate this Agreement, in its entirety or with respect to the affected component, by providing written notice to Customer. The rights and remedies set forth in this Section 8 shall constitute Customer’s sole and exclusive remedy for any infringement or misappropriation of Intellectual Property Rights in connection with the Subscription Services.
IP Remedies. Without limiting the indemnification obligation set forth in Section 11.3, if it is determined, or if CyberHeart reasonably believes, that any CyberHeart Technology, or any portion thereof, infringes any third party Intellectual Property Rights, then CyberHeart shall have the right, at its option and expense to modify such CyberHeart Technology with an at least functionally equivalent modification so that Accuray’s licensed use hereunder is non-infringing.
IP Remedies. If Persefoni reasonably believes the Subscription Services (or any component WKHUHRI FRXOG LQIULQJH DQ\ WKLUG SDUW\¶V ,QW option and expense use commercially reasonable efforts to: (i) modify or replace the Subscription Services, or any component or part thereof, to make it non-infringing; or (ii) procure the right for Customer to continue use. If Persefoni determines that neither alternative is commercially practicable, Persefoni may terminate this Agreement, in its entirety or with respect to the affected component, by providing written notice to Customer. The rights and remedies set forth in this 6HFWLRQ VKDOO FRQVWLWXWH &XVWRPHU¶V VROH misappropriation of Intellectual Property Rights in connection with the Subscription Services.
IP Remedies. Without limiting the indemnification obligation set forth in Section 11.2.1, if it is determined, or if Accuray reasonably believes, that any Interface Technology, or any portion thereof, infringes any third party Intellectual Property Rights, then Accuray shall, at its option and expense: (i) procure for CyberHeart the right to continue using such Interface Technology, or portion thereof, in accordance with this Agreement; (ii) replace the Interface Technology or portion thereof with a substantially similar non-infringing alternative; or (iii) modify such Interface Technology with an at least functionally equivalent modification so that CyberHeart’s licensed use hereunder becomes non-infringing.
IP Remedies. If MRC Global Software is or is likely to become subject to an IP Claim, MRC Global shall use reasonable endeavors to:
(a) obtain the right for Licensee to continue to use MRC Global Software; or (b) replace or modify MRC Global Software (or the part of it subject to the IP Claim) so that it becomes non-infringing without materially affecting the functionality of MRC Global Software set out in the Description. If MRC Global is unable to achieve either of the foregoing or otherwise elects to proceed under this Section 14.3 then, on receiving written notification from MRC Global, Licensee shall promptly uninstall the Software and this Agreement shall immediately terminate. MRC Global shall refund Licensee on a pro-rata basis for any unused proportion of License Fees paid in advance. This Section 14.3 is without prejudice to Licensee’s rights and remedies under Sections 14.1.
IP Remedies. If Notabene reasonably believes the Services (or any component thereof) could infringe any third party’s intellectual property rights, Notabene may, in its sole discretion and at its sole expense, (i) modify or replace the Services, or any component or part of the Services, so they are no longer claimed to be infringing; (ii) obtain the right for Customer to continue use of the Services in accordance with this Agreement; or (iii) terminate the applicable Order Form and/or this Agreement by providing written notice to Customer. In the event of such termination, Notabene will refund to Customer any Fees that have been pre-paid for Services that will not be provided due to the termination. Notwithstanding the foregoing, with respect to the Integrated Products, Notabene disclaims all liability associated with any actual or potential infringement of a third party’s intellectual property rights. Sections 8.1 and 8.2 state Customer’s sole and exclusive remedy for any infringement or misappropriation of intellectual property rights in connection with the Services.
IP Remedies. If Persefoni reasonably believes the Subscription Services (or any component thereof) could infringe any third party’s Intellectual Property Rights, Persefoni may, at its sole option and expense use commercially reasonable efforts to: (i) modify or replace the Subscription Services, or any component or part thereof, to make it non-infringing; or (ii) procure the right for Customer to continue use. If Persefoni determines that neither alternative is commercially practicable, Persefoni may terminate this Agreement, in its entirety or with respect to the affected component, by providing written notice to Customer. The rights and remedies set forth in this Section 8 shall constitute Customer’s sole and exclusive remedy for any infringement or misappropriation of Intellectual Property Rights in connection with the Subscription Services. (c) 知的財産権の救済 サブスクリプションサービス（又はその構成部分）が第三者の知的財産権を侵害する可能性があると甲が合理的に判断する場合、甲は、その独自の選択及び費用で、（i）かかる侵害を回避するために、サブスクリプションサービス、その構成部分若しくは一部を変更若しくは置換する、又は（ii）乙が継続して使用する権利を取得するために、商業的に合理的な努力を講じることができる。甲がいずれの選択肢も商業的に実行不能であると判断した場合、甲は、乙への書面による通知をもって、その全部又は影響を受けた構成部分に関して、本契約を終了することができる。本第 8 条に定める権利及び救済は、サブスクリプションサービスに関連する知的財産権の侵害又は不正使用についての乙に対する唯一かつ排他的な救済を構成するものとする。
IP Remedies. In the defense or settlement of any third-party intellectual property infringement 5 group
IP Remedies. If Airship reasonably believes any of the Services (or any component thereof) could infringe any third party’s Intellectual Property Rights, Airship may, at its sole option and expense, use commercially reasonable efforts to: (i) modify or replace the Services, or any component or part thereof, to make it non-infringing; or (ii) procure the right for Customer to continue use. If Airship determines that neither alternative is commercially practicable, Airship may terminate this Agreement, in its entirety or with respect to the affected component, by providing written notice to Customer. In the event of any such termination, Airship will refund to Customer a pro-rata portion of the Fees that have been paid for the unexpired portion. The rights and remedies set forth in this Section 8.3 will constitute Customer’s sole and exclusive remedy for any infringement or misappropriation of Intellectual Property Rights in connection with the Services.