Common use of Marketo Clause in Contracts

Marketo. Marketo will defend Customer against any claim brought against Customer by a third party alleging the Subscription Services as provided by Marketo directly infringe the intellectual property rights of the claimant and will pay Customer for finally-awarded damages and costs and Marketo-approved settlements of the claim. Marketo’s obligations to defend or indemnify will not apply to the extent that a claim is based on (i) Customer Data, Customer’s or a third party’s technology, software, materials, data or business processes; (ii) a combination of the Subscription Services with non-Marketo products or services; or (iii) any use of the Subscription Services not in compliance with this Agreement. Marketo may, in its discretion and at no cost to Customer, (a) modify the Subscription Services to avoid infringement; or (b) terminate Customer’s subscriptions for the affected Subscription Services and refund Customer any related prepaid fees for the remainder of the Subscription Term.

Marketo. Marketo Xxxxxxx will defend Customer against any claim brought against Customer by a third party alleging the Subscription Services as provided by Marketo directly infringe the intellectual property rights of the claimant and will pay Customer for finally-awarded damages and costs and Marketo-approved settlements of the claim. Marketo’s obligations to defend or indemnify will not apply to the extent that a claim is based on (i) Customer Data, Customer’s or a third party’s technology, software, materials, data or business processes; (ii) a combination of the Subscription Services with non-Marketo products or services; or (iii) any use of the Subscription Services not in compliance with this Agreement. Marketo may, in its discretion and at no cost to Customer, (a) modify the Subscription Services to avoid infringement; or (b) terminate Customer’s subscriptions for the affected Subscription Services and refund Customer any related prepaid fees for the remainder of the Subscription Term.