Common use of IPR Indemnity Clause in Contracts

IPR Indemnity. 14.1 Subject to the provisions of this Clause 14, Alterian (▇▇▇▇▇) Ltd. will indemnify the Customer and keep the Customer indemnified from and against all costs, losses and damages arising from any third party claims alleging that the use of the Software or Documentation as permitted by this Licence or receipt of the Services infringes the intellectual property rights of a third party. 14.2 The indemnity in Clause 14.1 shall apply provided that immediately upon becoming aware of such a claim the Customer will give written notice of the claim to Alterian (▇▇▇▇▇) Ltd.. Alterian (▇▇▇▇▇) Ltd. shall have the right to conduct the defence and settlement of the claim; however, the Customer may participate in the defence of such claim at its own expense. 14.3 In the event of a claim, Alterian (▇▇▇▇▇) Ltd. may: 14.3.1 replace or modify any part of the Software or Services so as to avoid infringing any third party intellectual property rights, or 14.3.2 seek the right for the Customer to continue to use the Software free from the risk of infringement. 14.3.3 If Alterian (▇▇▇▇▇) Ltd. is unable to achieve 14.3.1