Licensor Indemnification. (i) Licensor shall indemnify, defend, and hold harmless Licensee from and against any and all losses, damages, liabilities, costs ("Losses") incurred by Licensee resulting from any third-party claim, suit, action, or proceeding ("Third-Party Claim") that the Software or Documentation, or any use of the Software or Documentation in accordance with this Agreement, infringes or misappropriates such third party's US intellectual property rights, US patents, copyrights, or trade secrets, provided that Licensee promptly notifies Licensor in writing of the claim, cooperates with Licensor, and allows Licensor sole authority to control the defense and settlement of such claim.
Appears in 2 contracts
Samples: Software License Agreement (PARETEUM Corp), Software License Agreement (PARETEUM Corp)
Licensor Indemnification. (i) Licensor i)Licensor shall indemnify, defend, and hold harmless Licensee from and against any and all losses, damages, liabilities, or costs including reasonable attorneys' fees ("Losses") incurred by Licensee resulting from any third-party claim, suit, action, or proceeding ("Third-Third- Party Claim") that the Software or Documentation, or any use Licensee's Permitted Use of the Software or Documentation in accordance with this Agreement, Data infringes or misappropriates such third party's US intellectual property rights, /US patents, copyrights, or trade secrets, provided that Licensee promptly notifies Licensor in writing of the claim, cooperates with Licensor, and allows Licensor sole authority to control the defense and settlement of such claim.
Appears in 1 contract
Samples: Data License Agreement
Licensor Indemnification. (i) Licensor shall indemnify, defend, and hold harmless Licensee from and against any and all losses, damages, liabilities, costs ("including reasonable attorneys’ fees) (“Losses"”) incurred by Licensee resulting from any third-party claim, suit, action, or proceeding ("“Third-Party Claim"”) that the Software Platform or DocumentationDocumentation and Software, or any use of the Software or Documentation thereof in accordance with this Agreement, infringes or misappropriates such third party's US ’s intellectual property rights, US patents, copyrights, or trade secrets, provided that Licensee promptly notifies Licensor in writing of the claim, cooperates with Licensor, and allows Licensor sole authority to control the defense and settlement of such claim.
Appears in 1 contract
Samples: License Agreement (Wewards, Inc.)