Patents and other Industrial Property Rights Clause Samples

Patents and other Industrial Property Rights. UltraRF will hold Customer harmless as set forth herein, in respect to any claim that the design or manufacture of any Product in UltraRF’s commercial line of Products or manufactured to specifications set by UltraRF and furnished hereunder constitutes an infringement of any patent or other industrial property rights of the United States or Canada. UltraRF will pay all damages and costs either finally awarded in a suit, or paid in UltraRF’s sole discretion, by way of settlement, which are based on such claim of infringement, provided that UltraRF is notified promptly in writing of such claim of infringement and is given full authority, information and assistance in settling or defending such claim. UltraRF shall have no liability whatsoever hereunder with respect to claims settled by Customer without UltraRF’s prior written consent. In the event that UltraRF is required to hold Customer harmless hereunder, UltraRF will in its sole discretion and at its own expense, either procure for Customer the right to continue using the Product, replace it with a non-infringing Product, or remove it and refund an equitable portion of the selling price and transportation costs thereof. THIS SHALL CONSTITUTE ULTRARF’S ENTIRE LIABILITY FOR ANY PATENT OR COPYRIGHT INFRINGEMENT OR CLAIM THEREOF BASED UPON MODIFICATION OF THE PRODUCTS PERFORMED BY OTHERS THAN ULTRARF, USE OF PRODUCTS IN COMBINATION WITH OTHER EQUIPMENT OR FOR ANY CLAIM BASED UPON OR RELATED TO ANY ALLEGED INFRINGEMENT OF ANY PATENT OR OTHER INDUSTRIAL PROPERTY RIGHTS. Customer shall hold UltraRF harmless against any expense, loss, costs or damages resulting from claimed infringement of patents, trademarks or other industrial property rights arising out of compliance by UltraRF with Customer’s design, specifications, or instructions. Except for Customer’s implied license to use and sell a Product incident to its purchase and the implied license of Customer to sell or otherwise dispose of possession of a copy of a copyrighted work from UltraRF, the sale of Products does not convey any license by implication, estoppel, or otherwise. ULTRARF DISCLAIMS LIABILITY FOR ANY U.S. PATENT OR COPYRIGHT INFRINGEMENT, ARISING FROM USE OR MANUFACTURE BY ANYONE OF INVENTIONS IN CONNECTION WITH PRODUCTS OR SERVICES SOLD, USED OR INTENDED FOR SALE OR USE IN PERFORMING CONTRACTS WITH THE UNITED STATES OR RELATED SUBCONTRACTS. Customer, without the express prior written consent of UltraRF, does not have the right to use UltraRFs...