Common use of Protection of Rights in the Marks Clause in Contracts

Protection of Rights in the Marks. AGENT agrees that it will not during the term of this Agreement, or thereafter, attack the title or any rights of CARRIER or its Affiliates in and to the Marks. CARRIER hereby indemnifies AGENT and undertakes to hold AGENT harmless against any damages and costs from claims or suits arising out of the use by AGENT of the Marks as authorized in this Agreement, provided that prompt notice is given to CARRIER of any such claim or suit and provided further, that CARRIER or its Affiliates shall have the option to undertake and conduct the defense of any suit so brought and that no settlement of any such claim or suit shall be made by AGENT without the prior written consent of CARRIER. AGENT agrees to assist CARRIER or its Affiliates and CARRIER agrees to reimburse AGENT for all associated reasonable costs to the extent necessary in the procurement of any protection or to protect any of CARRIER's or its Affiliates rights to the Marks, and CARRIER or its Affiliates, if it or they so desire, may commence or prosecute any claims or suits in its own name or that of its Affiliates or in the name of AGENT with AGENT's approval or join AGENT as a party thereto. When known, AGENT shall notify CARRIER in writing of any infringements or imitations by others of the Marks which are the same as or similar to those covered by this Agreement. CARRIER shall have the sole right to determine whether any action shall be taken on account of any such infringements or imitations. AGENT shall not institute any suit or take any action on account of any such infringement or imitations without first obtaining the written consent of CARRIER.

Protection of Rights in the Marks. AGENT agrees that it will not during the term of this Agreement, or thereafter, attack the title or any rights of CARRIER BCN or its Affiliates in and to the Marks. CARRIER BCN hereby indemnifies AGENT and undertakes to hold AGENT harmless against any damages and costs from claims or suits arising out of the use by AGENT of the Marks as authorized in this Agreement, provided that prompt notice is given to CARRIER BCN of any such claim or suit and provided further, that CARRIER BCN or its Affiliates shall have the option to undertake and conduct the defense of any suit so brought and that no settlement of any such claim or suit shall be made by AGENT without the prior written consent of CARRIERBCN. AGENT agrees to assist CARRIER BCN or its Affiliates and CARRIER BCN agrees to reimburse AGENT for all associated reasonable costs to the extent necessary in the procurement of any protection or to protect any of CARRIERBCN's or its Affiliates rights to the Marks, and CARRIER BCN or its Affiliates, if it or they so desire, may commence or prosecute any claims or suits in its own name or that of its Affiliates or in the name of AGENT with AGENT's approval or join AGENT as a party thereto. When known, AGENT shall notify CARRIER BCN in writing of any infringements or imitations by others of the Marks which are the same as or similar to those covered by this Agreement. CARRIER BCN shall have the sole right to determine whether any action shall be taken on account of any such infringements or imitations. AGENT shall not institute any suit or take any action on account of any such infringement or imitations without first obtaining the written consent of CARRIERBCN.