Common use of Indemnification Made By Xxxx Licensor Clause in Contracts

Indemnification Made By Xxxx Licensor. Xxxx Licensor will indemnify and hold harmless Xxxx Licensee from and against all Losses suffered by Xxxx Licensee as a result of a third-party claim against Xxxx Licensee alleging that Xxxx Licensor’s Marks infringed that third party’s trademark rights. If Xxxx Licensor’s Marks become, or in Xxxx Licensor’s opinion are likely to become, the subject of an infringement claim Xxxx Licensor will, at its option and expense, either: (1) procure for Xxxx Licensee the right to continue exercising the rights licensed to Xxxx Licensee in this Agreement; (2) replace or modify Xxxx Licensor’s Xxxx so that it becomes non-infringing; or (3) terminate this Agreement by written notice to Xxxx Licensee. THIS PARAGRAPH STATES XXXX LICENSOR’S ENTIRE LIABILITY AND XXXX LICENSEE’S SOLE AND EXCLUSIVE REMEDY FOR SUCH INFRINGEMENT CLAIMS AND ACTIONS.

Appears in 2 contracts

Samples: Flowscape Subscription Agreement, Flowscape Subscription Agreement

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Indemnification Made By Xxxx Licensor. Xxxx Licensor will indemnify and hold harmless Xxxx Licensee from and against all Losses suffered by Xxxx Licensee as a result of a third-party claim against Xxxx Licensee alleging that Xxxx Licensor’s Marks Marks, when used in accordance with this Agreement, infringed that third party’s trademark rights. If Xxxx Licensor’s Marks become, or in Xxxx Licensor’s opinion are likely to become, the subject of an infringement claim Xxxx Licensor will, at its option and expense, either: (1) procure for Xxxx Licensee the right to continue exercising the rights licensed to Xxxx Licensee in this Agreement; (2) replace or modify Xxxx Licensor’s Xxxx so that it becomes non-infringing; or (3) terminate this Agreement by written notice to Xxxx Licensee. THIS PARAGRAPH STATES XXXX LICENSOR’S ENTIRE LIABILITY AND XXXX LICENSEE’S SOLE AND EXCLUSIVE REMEDY FOR SUCH INFRINGEMENT CLAIMS AND ACTIONS.

Appears in 2 contracts

Samples: Webroot Secureanywhere® Business Solution Agreement, Webroot Secureanywhere® Business Solution Agreement

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