By the Department Sample Clauses

By the Department. Subject to the limitations of liability set forth in Section 5(d) and Section 6(c), the Department will defend, at its expense, any action brought against Licensee based upon the claim that the Software, as used within the scope of the license granted under this Agreement, directly infringes a duly issued U.S. patent or a registered U.S. copyright or misappropriates any trade secret. Licensee shall notify the Department promptly in writing of any such claim. Licensee shall not enter into any settlement or compromise any claim without the Department’s prior written consent. The Department shall have sole control of any such action or settlement negotiations, and Licensee shall provide the Department with information and assistance, at the Department’s expense, necessary to settle or defend such claim. The Department agrees to pay all damages and costs finally awarded against Licensee attributable to such claim.
By the Department if the Malicious Software originates from the Departmental Software or the Departmental Data (whilst the Departmental Data was under the control of the Department).
By the Department. (i) The Department may cancel a license if construction by the utility has not been completed within 12 months after approval has been given by the District, unless prior arrangements for a longer period have been made with the District.
By the Department. Consistent with Article VII, Section 1 of the Iowa Constitution and Iowa Code Chapter 669, the Department agrees to indemnify HCC and hold it harmless against any and all losses, costs, damages, expenses, claims, demands, causes of action, judgments and settlements arising out of the Department’s negligence or wrongful acts or omissions in the performance of this Agreement. HCC shall be responsible for all damages to persons or property that occurs as a result of HCC’s fault, negligence, gross negligence, bad faith, fraud, or other wrongful acts in the performance of this Agreement. Any indemnification by the Department shall be subject to the prior approval of an appropriation of funds by the General Assembly and Governor of the State of Iowa and the allotment of funds by the Iowa Department of Management as may be required by law, and HCC shall furnish the State with a detailed estimate of any expected claim, loss, liability, damage and/or expense for the State’s use in obtaining such approval and appropriation or allotment. Indemnification is further conditioned on the following:

Related to By the Department

  • REGISTRATION WITH DEPARTMENT OF REVENUE The CONTRACTOR shall complete registration with the Washington State Department of Revenue and be responsible for payment of all taxes due on payments made under this contract.

  • Comptroller General Examination of Record The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, as defined in FAR 2.101, on the date of award of this contract, and does not contain the clause at 52.215-2, Audit and Records-Negotiation.