Common use of INDEMNIFICATION BY MIPS Clause in Contracts

INDEMNIFICATION BY MIPS. MIPS shall indemnify and hold WEITEK harmless against any action based on a claim that MIPS Technology when used in accordance with this Agreement infringes a United States patent or copyright, shall defend at MIPS expense all suits against WEITEK based upon such a claim and shall pay all costs and damages finally awarded against WEITEK in such suit, provided that WEITEK shall notify MIPS promptly in writing of such suit and at MIPS request and at MIPS expense MIPS is given sole control of such suit and all information and assistance for defense of same reasonably requested by MIPS. MIPS shall not be liable for any costs or expenses incurred by WEITEK after MIPS has assumed the defense of such action. WEITEK shall have the right to be represented by its own attorney at WEITEK's expense. This indemnity does not extend to any suit based upon an infringement or alleged infringement of any patent, copyright, mask work right or trademark by WEITEK's manufacturing process or modification of MIPS Technology made by or on behalf of WEITEK; the use of MIPS Technology in combination with other technology or software not provided by MIPS or a modification or enhancement to MIPS Technology not made by MIPS, if such claim would not have occurred but for such combination, modification or enhancement; any marking or branding applied to MIPS Technology or modification or design of MIPS Technology by or at the request of WEITEK, except any such marking or branding in accordance with MIPS written instructions; or any infringement based upon third party software except as to any modifications or enhancements to such software made by MIPS and delivered to WEITEK. The foregoing states the entire liability of MIPS for trade secret, patent, mask work right, copyright, trademark or other proprietary rights infringement.

INDEMNIFICATION BY MIPS. MIPS shall indemnify and hold WEITEK harmless against any action based on a claim that MIPS Technology when used in accordance with this Agreement infringes a United States patent or copyright, shall defend at MIPS expense all suits against WEITEK based upon such a claim and shall pay all costs and damages finally awarded against WEITEK in such suit, provided that WEITEK shall notify MIPS promptly in writing of such suit and at MIPS request and at MIPS expense MIPS is given sole control of such suit and all information and assistance for defense of same reasonably requested by MIPS. MIPS shall not be liable for any costs or expenses incurred by WEITEK after MIPS has assumed the defense of such action. WEITEK shall have the right to be represented by its own attorney at WEITEK's expense. This indemnity does not extend to any suit based upon an infringement or alleged infringement of any patent, copyright, mask work right or trademark by WEITEK's manufacturing process or modification of MIPS Technology made by or on behalf of WEITEK; the use of MIPS Technology in combination with other technology or software not provided by MIPS or a modification or enhancement to MIPS Technology not made by MIPS, if such claim would not have occurred but for such combination, modification or enhancement; any marking or branding applied to MIPS Technology or modification or design of MIPS Technology by or at the request of WEITEK, except any such marking or branding in accordance with MIPS written instructions; or any infringement based upon third party software except as to any modifications or enhancements to such software made by MIPS and delivered to WEITEK. The foregoing states the entire liability of MIPS for trade secret, patent, mask work right, copyright, trademark or other proprietary rights infringement.. 10.1.2