Intellectual Property Validity Sample Clauses
The Intellectual Property Validity clause establishes the parties’ understanding and responsibilities regarding the authenticity and enforceability of intellectual property (IP) rights involved in the agreement. Typically, this clause requires one or both parties to affirm that the IP they are providing or using does not infringe on third-party rights and is valid and subsisting to the best of their knowledge. For example, in a licensing agreement, the licensor may warrant that the patents or trademarks being licensed are not subject to ongoing legal challenges. The core function of this clause is to allocate risk and provide assurance, protecting parties from potential disputes or losses arising from invalid or contested IP rights.
Intellectual Property Validity. Customer agrees that Customer will not contest, or cause or assist any third party in contesting, the validity of any of the Intellectual Property or Intellectual Property Rights of CSD that are licensed hereunder. In the event that a third party contests the validity of any of the Intellectual Property or Intellectual Property Rights Licensed under this Agreement, CSD shall have no obligation to refund any payments made by Customer to CSD hereunder and Customer shall continue to perform and abide by Customer’s obligations and duties hereunder as if such contest were not underway.