Patent/Copyright Materials/Proprietary Infringement. Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph 34 below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, but not limited to, reasonable attorney’s fees, costs and expenses. Provided that the foregoing indemnity shall not apply to any claim of infringement to the extent resulting from the acts or omissions of the County including, without limitation, modifications made to the work product.
Appears in 2 contracts
Samples: Employee Benefits Consulting and Actuarial Services Agreement, Employee Benefits Consulting and Actuarial Services Agreement
Patent/Copyright Materials/Proprietary Infringement. Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified by Contractor through services provided hereunder will not infringe upon or violate any patent, proprietary right or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph 34 19 below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, but not limited to, reasonable attorney’s fees, costs and expenses. Provided ; provided that the foregoing indemnity shall not apply to any claim of infringement to the extent resulting from the acts or omissions of the County including, without limitation, modifications modification made to the work product.
Appears in 1 contract
Samples: Administrative Services Agreement
Patent/Copyright Materials/Proprietary Infringement. Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph 34 19 below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, but not limited to, reasonable attorney’s fees, costs and expenses. Provided that the foregoing indemnity shall not apply to any claim of infringement to the extent resulting from the acts or omissions of the County including, without limitation, modifications made to the work product.
Appears in 1 contract
Samples: Employee Benefits Consulting and Actuarial Services Agreement
Patent/Copyright Materials/Proprietary Infringement. Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph 34 below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, but not limited to, reasonable attorney’s fees, costs and expenses. Provided that the foregoing indemnity shall not apply to any claim of infringement to the extent resulting from the acts or omissions of the County including, without limitation, modifications made to the work product.
Appears in 1 contract
Samples: Employee Benefits Consulting and Actuarial Services Agreement
Patent/Copyright Materials/Proprietary Infringement. Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph 34 3419 below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, but not limited to, attorney’s fees, costs and expenses reasonable attorney’s fees, costs and expenses. Provided that the foregoing indemnity shall not apply to any claim of infringement to the extent resulting from the acts or omissions of the County including, without limitation, modifications made to the work product.
Appears in 1 contract
Samples: Employee Benefits Consulting and Actuarial Services Agreement
Patent/Copyright Materials/Proprietary Infringement. Unless otherwise expressly provided in this Contract, Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph 34 2019 below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, costs and expenses but not limited to, reasonable including attorney’s fees, costs and expenses. Provided provided that the foregoing indemnity shall not apply to any claim of infringement to the extent resulting from the acts or omissions of the County including, without limitation, modifications made to the work productWork.
Appears in 1 contract
Samples: Employee Benefits Consulting and Actuarial Services Contract
Patent/Copyright Materials/Proprietary Infringement. Unless otherwise expressly provided in this Contract, Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right right, or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in paragraph 34 20 below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, costs and expenses but not limited to, reasonable including attorney’s fees, costs and expenses. Provided provided that the foregoing indemnity shall not apply to any claim of infringement to the extent resulting from the acts or omissions of the County including, without limitation, modifications made to the work productWork.
Appears in 1 contract
Samples: Consulting Agreement