Common use of INFRINGEMENT OF THIRD Clause in Contracts

INFRINGEMENT OF THIRD. PARTY RIGHTS --------------------------------------------- 8.01 In the event that NCSU or LICENSEE is charged with infringement of a patent by a third party or is made a party in a civil action as a result of LICENSEE'S or a sub-licensee's practice of the Patent Rights under this Agreement, LICENSEE shall: (a) defend and/or settle any such claim of infringement or civil action; (b) assume all cost, expenses, damages, and other obligations for payments incurred as a consequence of such charges of infringement and/or civil action; (c) indemnify and hold NCSU harmless from any and all damages, losses, liability, and costs resulting from a charge of infringement or civil action which shall be brought against NCSU and attributable to technology added to, incorporated into or sold with a Licensed Product by LICENSEE or a sub-licensee or to manufacturing processes utilized by LICENSEE or a sub-licensee; and (d) if such claim of infringement or civil action shall be based on patent claims contained in any pending or issued patent included in the Patent Rights, LICENSEE may terminate this Agreement effective immediately upon NCSU's receipt of written notice of termination, and LICENSEE shall have no further liability for claims and/or damages arising subsequent to said date of termination except to the extent such claims and/or damages arising subsequent to said date of termination arise as a consequence of or in connection with the sale of Licensed Products under Section 7.07.