Common use of Mitigation by Entrust Clause in Contracts

Mitigation by Entrust. If Entrust becomes aware of an actual or potential IP Claim, or if Customer provides Entrust with notice of an actual or potential IP Claim, Entrust may (or in the case of an injunction against Customer, shall), at Entrust’s sole option and expense: (i) procure for Customer the right to continue to use the affected portion of the Software, Hosted Service, or Hardware and Supplies; (ii) modify or replace the affected portion of the Software, Hosted Service, or Hardware and Supplies with functionally equivalent or superior software or products so that Customer’s use is non-infringing; or (iii) if (i) or (ii) are not commercially reasonable, terminate the Agreement with respect to the affected Software, Hosted Service, or Hardware and Supplies and refund to the Customer, as applicable, either (A) any perpetual purchase price paid for the affected Software or Hardware and Supplies depreciated over a three (3) year period from the date of delivery on a straight line basis less any outstanding moneys owed on such affected portion of the Software or Hardware and Supplies; or (B) any prepaid and unused subscription fees for the affected Software, Hosted Service or Hardware and Supplies for the terminated portion of the applicable Offering Term.

Mitigation by Entrust. If Entrust becomes aware of an actual or potential IP Claim, or if Customer provides Entrust with notice of an actual or potential IP Claim, Entrust may (or in the case of an injunction against Customer, shall), at Entrust’s sole option and expense: (i) procure for Customer the right to continue to use the affected portion of the Software, Hosted Service, or Hardware and Supplies; (ii) modify or replace the affected portion of the Software, Hosted Service, or Hardware and Supplies with functionally equivalent or superior software or products so that Customer’s use is non-infringing; or (iii) if (i) or (ii) are not commercially reasonable, terminate the Agreement with respect to the affected Software, Hosted Service, or Hardware and Supplies and refund to the Customer, as applicable, either (A) any perpetual purchase fees or price paid for the affected Software or Hardware and Supplies depreciated over a three (3) year period from the date of delivery on a straight line basis less any outstanding moneys owed on such affected portion of the Software or Hardware and Supplies; or (B) any prepaid and unused subscription fees for the affected Software, Hosted Service or Hardware and Supplies for the terminated portion of the applicable Offering Term.

Mitigation by Entrust. If (i) Entrust becomes aware of an actual or potential IP Claim, or if (ii) Customer provides Entrust with notice of an actual or potential IP Claim, Entrust may (or in the case of an injunction against Customer, shall), at Entrust’s sole option and expense: (i) procure for Customer the right to continue to use the affected portion of the Software, Software or Hosted Service, or Hardware and Supplies; (ii) modify or replace the affected portion of the Software, Software or Hosted Service, or Hardware and Supplies Service with functionally equivalent or superior software or products so that Customer’s use is non-infringing; or (iii) if (i) or (ii) are not commercially reasonable, terminate the Agreement with respect to the affected Software, Software or Hosted Service, or Hardware and Supplies Service and refund to the Customer, as applicable, either (A) any perpetual purchase price license fees paid for the affected Software or Hardware and Supplies depreciated over a three (3) year period from the date of delivery on a straight line basis less any outstanding moneys owed on such affected portion of the Software or Hardware and SuppliesSoftware; or (B) any prepaid and unused subscription fees for the affected Software, Software or Hosted Service or Hardware and Supplies for the terminated portion of the applicable Offering Term.