Common use of Mandatory Retrofits Clause in Contracts

Mandatory Retrofits. ACS will, as necessary from time to time, provide to ------------------- Xerox/Xerox Affiliated Companies Mandatory Retrofit kits for the Products free of charge and Xerox/Xerox Affiliated Companies agree to install such retrofits on the Products (including those Products already delivered to Xerox/Xerox Affiliated Companies customers) within a reasonable time. ACS will provide Xerox/Xerox Affiliated Companies with its good faith estimates of the time it should take for a mandatory retrofit to be completed. The cost of such installation will be borne by Xerox/Xerox Affiliated Companies. In the event Xerox/Xerox Affiliated Companies fail to install any such Mandatory Retrofit as herein provided, Xerox/Xerox Affiliated Companies agree to fully and completely indemnify, defend and hold ACS harmless from and against any claims, damages or liabilities asserted by any third party alleging personal injury or property damage which injury or damage would have been avoided, in whole or in part, by the prompt installation of the Mandatory Retrofit.