Seller’s Indemnity. Seller shall (i) defend or settle, at its option and expense, any claim against Buyer alleging that any product furnished here under, in the form in which it is furnished by Seller, infringes any United States, EU or Swiss patent copyright or trademarks; (ii) reimburse Buyer for any costs incurred at Seller's written request; and (iii) pay all damages and costs assessed by final judgment against Buyer and attributable to such claim. Seller shall have the right, at any time and at its option and expense to: (i) procure for Buyer the right to continue using such product; (ii) replace or modify any such product provided or to be provided to be free of the infringement claim and, or discontinue further deliveries of the product; or (iii) require return of such product and refund the purchase price paid less a reasonable allowance for use, damage and obsolescence. Seller's obligations hereunder are conditioned upon: (i) Buyer giving Seller prompt written notice of any such claim; (ii) Seller having complete control of the defense and settlement thereof; and (iii) Buyer cooperating fully with Seller to facilitate the defense or settlement of such claim.
Appears in 2 contracts
Samples: Terms and Conditions of Sale, Terms and Conditions of Sale
Seller’s Indemnity. Seller shall (i) defend or settle, at its option and expense, any claim against Buyer alleging that any product furnished here underhereunder, in the form in which it is furnished by Seller, infringes any United States, States or EU or Swiss patent copyright or trademarks; (ii) reimburse Buyer for any costs incurred at Seller's written request; and (iii) pay all damages and costs assessed by final judgment against Buyer and attributable to such claim. Seller shall have the right, at any time and at its option and expense to:
: (i) procure for Buyer the right to continue using such product; (ii) replace or modify any such product provided or to be provided to be free of the infringement claim claim, so that it still performs its agreed contractual function and, or discontinue further deliveries of the product; or (iii) require return of such product and refund the purchase price paid less a reasonable allowance for use, damage and obsolescencepaid. Seller's obligations hereunder are conditioned upon:
(i) Buyer giving Seller prompt written notice of any such claim; (ii) Seller having complete control of the defense and settlement thereof; and (iii) Buyer cooperating fully with Seller to facilitate the defense or settlement of such claim.
Appears in 2 contracts
Samples: Sales Contracts, Sales Contracts
Seller’s Indemnity. Seller shall (i) defend or settle, at its option and expense, any claim against Buyer alleging that any product furnished here underhereunder, in the form in which it is furnished by Seller, infringes any Moroccan or United StatesStates patent, EU or Swiss patent copyright or trademarks; (ii) reimburse Buyer for any costs incurred at Seller's written request; and (iii) pay all damages and costs assessed by final judgment against Buyer and attributable to such claim. Seller shall have the right, at any time and at its option and expense to:
: (i) procure for Buyer the right to continue using such product; (ii) replace or modify any such product provided or to be provided to be free of the infringement claim and, or discontinue further deliveries of the product; product or (iii) require return of such product and refund the purchase price paid less a reasonable allowance for use, damage and obsolescence. Seller's obligations hereunder are conditioned upon:
(i) Buyer giving Seller prompt written notice of any such claim; (ii) Seller having complete control of the defense and settlement thereof; and (iii) Buyer cooperating fully with Seller to facilitate the defense or settlement of such claim.
Appears in 2 contracts
Samples: Terms and Conditions of Sale, Terms and Conditions of Sale
Seller’s Indemnity. Seller shall (i) defend or settle, at its option and expense, any claim against Buyer alleging that any product furnished here underhereunder, in the form in which it is furnished by Seller, infringes any United States, EU or Swiss States patent copyright or trademarks; (ii) reimburse Buyer for any costs incurred at Seller's written request; and (iii) pay all damages and costs assessed by final judgment against Buyer and attributable to such claim. Seller shall have the right, at any time and at its option and expense to:
: (i) procure for Buyer the right to continue using such product; (ii) replace or modify any such product provided or to be provided to be free of the infringement claim and, or discontinue further deliveries of the product; or (iii) require return of such product and refund the purchase price paid less a reasonable allowance for use, damage and obsolescence. Seller's obligations hereunder are conditioned upon:
(i) Buyer giving Seller prompt written notice of any such claim; (ii) Seller having complete control of the defense and settlement thereof; and (iii) Buyer cooperating fully with Seller to facilitate the defense or settlement of such claim.
Appears in 2 contracts
Samples: Terms and Conditions of Sale, Terms and Conditions of Sale
Seller’s Indemnity. Seller shall (i) defend or settle, at its option and expense, any claim against Buyer alleging that any product furnished here underhereunder, in the form in which it is furnished by Seller, infringes any European Union or United StatesStates patent, EU or Swiss patent copyright or trademarkstrademark; (ii) reimburse Buyer for any costs incurred at Seller's ’s written request; and (iii) pay all damages and costs assessed by final judgment against Buyer and attributable to such claim. Seller shall have the right, at any time and at its option and expense to:
: (i) procure for Buyer the right to continue using such product; (ii) replace or modify any such product provided or to be provided to be free of the infringement claim and, or discontinue further deliveries of the product; or (iii) require return of such product and refund the purchase price paid less a reasonable allowance for use, damage and obsolescence. Seller's ’s obligations hereunder are conditioned upon:
(i) Buyer giving Seller prompt written notice of any such claim; (ii) Seller having complete control of the defense and settlement thereof; and (iii) Buyer cooperating fully with Seller to facilitate the defense or settlement of such claim.
Appears in 2 contracts
Samples: Terms and Conditions of Sale, Terms and Conditions of Sale