Common use of PATENT, COPYRIGHT AND TRADEMARK INDEMNITY Clause in Contracts

PATENT, COPYRIGHT AND TRADEMARK INDEMNITY. A. Seller shall defend, at its expense, any claim against Buyer alleging that Products furnished under this Agreement (other than claims related to the Buyer's logo and/or trademark) infringe any patent, copyright or trademark and shall pay all costs and damages awarded, provided Seller is notified in writing of such claim and permitted to defend and compromise such claim. If a final injunction against Buyer's use of the Products results from such a claim (or, if Buyer reasonably believes such a claim is likely) Seller shall, at its expense, and at Buyer's request, either use commercially reasonable efforts to obtain for Buyer the right to continue using the Product or replace or modify the Product so that it becomes noninfringing. In the event that Seller cannot obtain such right for Buyer, Seller shall repurchase all finished Products which Buyer has unsold in its warehouse at that time. The foregoing states the sole and exclusive liability of Seller for infringement of proprietary rights.