Common use of Warranty Against Infringement Clause in Contracts

Warranty Against Infringement. Artist warrants that the Artwork, including without limitation, any software included to operate or display the Artwork, does not violate or infringe upon any patent, copyright, trade secret, or other proprietary rights of any other person or entity. Artist agrees to hold the City harmless from any liability and to defend and indemnify the City, at Artist’s sole expense, in the event that a claim is filed or a suit is brought against City or any of its officers, employees, or authorized agents, for the use or display of the Artwork due to a patent or copyright infringement. Artist further agrees that if the Artwork or any component thereof is found to be infringing while on display. Artist shall promptly: A. Modify the Artwork, at Artist’s expense, so that it becomes non-infringing, or B. Replace the infringing element of the Artwork including without limitation software, with equal non-infringing items, at Artist’s expense, or C. Procure, at Artist’s expense, the necessary licenses for the City to continue using and displaying the Artwork.

Warranty Against Infringement. Artist warrants that the Artwork, including without limitation, any software included to operate or display the Artwork, does not violate or infringe upon any patent, copyright, trade secret, or other proprietary rights of any other person or entity. Artist agrees to hold the VTA and City harmless from any liability and to defend and indemnify the VTA and City, at Artist’s sole expense, in the event that a claim is filed or a suit is brought against VTA or City or any of its officers, employees, or authorized agents, for the use or display of the Artwork due to a patent or copyright infringementinfringement by Artist. Artist further agrees that if the Artwork or any component thereof is found to be infringing while on display. Artist shall promptly: A. Modify the Artwork, at Artist’s expense, so that it becomes non-infringing, or B. Replace the infringing element of the Artwork including without limitation software, with equal non-infringing items, at Artist’s expense, or C. ProcureX. Xxxxxxx, at Artist’s expense, the necessary licenses for the City VTA to continue using and displaying the Artwork.