Common use of COPYRIGHT INDEMNITY Clause in Contracts

COPYRIGHT INDEMNITY. 1. Subject to the limitations set out in Clause 18, the Licensor shall fully indemnify the Licensee against all damages, costs, charges and expenses arising from or incurred by reason of any infringement or alleged infringement in the United Kingdom of copyright in consequence of the authorised use or possession of the Performance Management System or Program Documentation supplied by the Licensor under the Licence, subject to the following: 1.1. the Licensee to promptly notify the Licensor in writing of any alleged infringement of which it has notice; 1.2. the Licensee must make no admissions without the Licensor’s prior written consent; 1.3. the Licensee, at the Licensor’s request and expense shall allow the Licensor to conduct any negotiations or litigation and/or settle any claim. The Licensee shall give the Licensor all reasonable assistance. The costs incurred or recovered in such negotiations or settled claim shall be for the Licensor’s account; 1.4. the Licensee shall be entitled to claim such reasonable expenses from the Licensor in respect of assistance given to the Licensor with regard to any negotiations or litigations that the Licensor enters into in respect of Clause 12.1.3.

COPYRIGHT INDEMNITY. 1. 15.1 Subject to the limitations set out in Clause 18, the Licensor shall fully indemnify the Licensee against all damages, costs, charges and expenses arising from or incurred by reason of any infringement or alleged infringement in the United Kingdom of copyright in consequence of the authorised use or possession of the Performance Management System or Program Documentation supplied by the Licensor under the Licence, subject to the following: 1.1. 15.1.1 the Licensee to promptly notify the Licensor in writing of any alleged infringement of which it has notice; 1.2. 15.1.2 the Licensee must make no admissions without the Licensor’s prior written consent; 1.3. 15.1.3 the Licensee, at the Licensor’s request and expense shall allow the Licensor to conduct any negotiations or litigation and/or settle any claim. The Licensee shall give the Licensor all reasonable assistance. The costs incurred or recovered in such negotiations or settled claim shall be for the Licensor’s account; 1.4. 15.1.4 the Licensee shall be entitled to claim such reasonable expenses from the Licensor in respect of assistance given to the Licensor with regard to any negotiations or litigations that the Licensor enters into in respect of Clause 12.1.3.