Indemnified IP Claim definition

Indemnified IP Claim a Claim alleging that the SaaS Services, as used in accordance with the Agreement and the Documentation, infringe any patent, trademark, or copyright enforceable under the laws of the Primary Market or the European Community, excluding any Claim based upon: (a) the combination, operation, or use of SaaS Services with any non- 8x8 product, device, service, or software; (b) the alteration or modification of SaaS Services other than by 8x8 or its authorized subcontractors; or (c) 8x8’s or its Partner’s alteration or modification of SaaS Services at Customer’s request.
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Indemnified IP Claim has the meaning ascribed thereto in clause 11.6;
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Indemnified IP Claim a Claim alleging the SaaS Services, as used in accordance with the Agreement and the Documentation, infringe any patent, trademark, or copyright enforceable under the Laws of the Primary Market or the European Union other than Claims based upon: (a) the combination, operation, or use of SaaS Services with any non-8x8 product or service; (b) the alteration or modification of SaaS Services other than by the 8x8 Providers; or (c) the 8x8 Providers’ modification of SaaS Services at Customer’s request. “Laws” – US, foreign, international, national, state, provincial, territorial, municipal, local, or other laws, regulations, codes, ordinances, treaties, conventions, writs, decrees, resolutions, promulgations, or legally-binding orders, rulings, or demands.
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Examples of Indemnified IP Claim in a sentence

  • If an Indemnified IP Claim under this Section occurs or if Octagos determines that an Indemnified IP Claim is likely to occur, Octagos shall at its option: (a) obtain a right for Customer to continue using such Software; (b) modify such Software to make it a non-infringing equivalent or (c) replace such Software with a non-infringing equivalent.

  • SIPspace shall (a) defend Customer, its Affiliates, and their personnel (collectively, the “Customer Parties”) from and against any Indemnified IP Claim threatened or brought against any of them by any third party and (b) indemnify and hold harmless the Customer Parties against any damages, attorneys’ fees, defense costs, and other losses (collectively, “Losses”) payable by them pursuant to the adjudication or settlement of any Indemnified IP Claim.

Related to Indemnified IP Claim

  • Indemnified Claims shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor’s subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non- conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard.

  • Indemnified Matter has the meaning specified in Section 11.4 (Indemnities).

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Indemnified Party shall have the meaning set forth in Section 5(c).

  • Indemnified Person has the meaning set forth in Section 11.3.

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.

  • Indemnified Matters has the meaning specified therefor in Section 12.15.

  • Indemnified Amount has the meaning set forth in Section 8.01.

  • Indemnified Items shall have the meaning assigned to such terms in Section 2(b).

  • Company Indemnified Person means (a) any Administrator; (b) any Affiliate of any Administrator; (c) any officers, directors, shareholders, members, partners, employees, representatives or agents of any Administrator; or (d) any officer, employee or agent of the Trust or its Affiliates.

  • Related Indemnified Person of an Indemnitee means (a) any controlling person or controlled affiliate of such Indemnitee, (b) the respective directors, officers, or employees of such Indemnitee or any of its controlling persons or controlled affiliates and (c) the respective agents of such Indemnitee or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such Indemnitee, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this definition shall pertain to a controlled affiliate or controlling person involved in the negotiation or syndication of the Facility.

  • Buyer Indemnified Party has the meaning set forth in Section 8.2.

  • Indemnification Claim has the meaning set forth in Section 10.3.

  • Manager Indemnified Party has the meaning set forth in Section 8(a) hereof.

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

  • Indemnified Costs has the meaning specified in Section 8.05(a).

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Tax Indemnified Party shall have the meaning set forth in Section 7.6(d).

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Investor Indemnified Party is defined in Section 4.1.