Common use of PATENT, COPYRIGHT AND TRADE SECRET INDEMNITY Clause in Contracts

PATENT, COPYRIGHT AND TRADE SECRET INDEMNITY. (a) Contractor shall indemnify, defend, and hold harmless the State of California, Board of Trustees of the California State University, CSU, and their respective officers, agents, and employees (collectively referred to as CSU), from any and all third-party claims, costs (including without limitation reasonable attorneys’ fees), and losses for infringement or violation of any Intellectual Property Right, domestic or foreign, by any product or service provided hereunder. With respect to claims arising from computer Hardware or Software manufactured by a third party and sold by Contractor as a reseller, Contractor will pass through to CSU, in addition to the foregoing provision, such indemnity rights as it receives from such third party (“Third-Party Obligation”) and will cooperate in enforcing them; provided that if the third-party manufacturer fails to honor the Third- Party Obligation, Contractor will provide CSU with indemnity protection.

PATENT, COPYRIGHT AND TRADE SECRET INDEMNITY. (a) Contractor Vendor shall indemnify, defend, and hold harmless the State of California, Board of Trustees of the California State University, CSU, their auxiliaries, and their respective officers, agents, and employees (collectively referred to as CSU), from any and all third-third- party claims, costs (including without limitation reasonable attorneys’ fees), and losses for infringement or violation of any Intellectual Property Right, domestic or foreign, by any product or service provided hereunder. With respect to claims arising from computer Hardware or Software manufactured by a third party and sold by Contractor Vendor as a reseller, Contractor Vendor will pass through to CSU, in addition to the foregoing provision, such indemnity rights as it receives from such third party (“Third-Party Obligation”) and will cooperate in enforcing them; provided that if the third-party manufacturer fails to honor the Third- Party Obligation, Contractor Vendor will provide CSU with indemnity protection.

PATENT, COPYRIGHT AND TRADE SECRET INDEMNITY. (a) Independent Contractor shall indemnify, defend, and hold harmless the State of California, Board of Trustees of the California State University, CSU, and their respective officers, agents, and employees (collectively referred to as CSU), from any and all third-party claims, costs (including without limitation reasonable attorneys’ fees), and losses for infringement or violation of any Intellectual Property Right, domestic or foreign, by any product or service provided hereunder. With respect to claims arising from computer Hardware or Software manufactured by a third party and sold by Independent Contractor as a reseller, Independent Contractor will pass through to CSU, in addition to the foregoing provision, such indemnity rights as it receives from such third party (“Third-Party Obligation”) and will cooperate in enforcing them; provided that if the third-party manufacturer fails to honor the Third- Third-Party Obligation, Independent Contractor will provide CSU with indemnity protection.