Common use of PATENT AND COPYRIGHT INDEMNIFICATION Clause in Contracts

PATENT AND COPYRIGHT INDEMNIFICATION. 12.1 Sycamore agrees to indemnify and hold ▇▇▇▇▇▇▇▇ harmless from and against all claims and judicial or governmental determinations that the Products as delivered by Sycamore under this Agreement infringe or misappropriate any United States patent rights, copyrights, trade secrets, or trademarks. Sycamore shall assume the defense of any such claim regardless as to its ultimate validity, of infringement or misappropriation brought against ▇▇▇▇▇▇▇▇ in the United States by counsel retained at Sycamore's own expense, provided that ▇▇▇▇▇▇▇▇ promptly notifies Sycamore in writing of such claim or the commencement of any such suit, action, proceeding or threat covered by this Section. Sycamore shall maintain sole and exclusive control of the defense and/or settlement of any such claim and ▇▇▇▇▇▇▇▇ shall cooperate in the defense of such claim. 12.2 In the event that the use or sale of all or any portion of the Products is enjoined, or, in Sycamore's judgment, may be enjoined, as a result of a suit based on alleged infringement or misappropriation of the third party intellectual property rights, Sycamore agrees to either: (i) procure for ▇▇▇▇▇▇▇▇ the right to continue to use the Product, or (ii) replace or modify the infringing or misappropriating Product so that it becomes non- infringing. In the event that the foregoing alternatives cannot be reasonably accomplished by Sycamore, Sycamore shall direct ▇▇▇▇▇▇▇▇ to return the Product to Sycamore and upon receipt of the Product(s), Sycamore shall reimburse ▇▇▇▇▇▇▇▇ for the price originally paid by ▇▇▇▇▇▇▇▇. Upon Sycamore's fulfillment of the alternatives set out in this Section and Section 12.1, Sycamore shall be relieved of any further obligation or liability to ▇▇▇▇▇▇▇▇ as a result of any such infringement or misappropriation. 12.3 Regardless of any other provisions of this Agreement, this Section shall not apply (i) to any designs, specifications or modifications originating with or requested by ▇▇▇▇▇▇▇▇, or (ii) to the combination of any Product with other equipment, software or products not supplied by Sycamore if such infringement or misappropriation would not have occurred but for such combination, or (iii) ▇▇▇▇▇▇▇▇ failure to install an update provided at no additional charge, where the update would have avoided the infringement claim.

PATENT AND COPYRIGHT INDEMNIFICATION. 12.1 16.1 Subject to the limitations of Section 16.2 below, Sycamore agrees to indemnify and hold ▇▇▇▇▇▇▇▇ Sprint harmless from and against all valid claims and judicial or governmental determinations that the Products as delivered by Sycamore under this Agreement infringe or misappropriate any United States patent rights, copyrights, trade secrets, trademarks, or trademarksany other intellectual property right, or right of publicity. Sycamore shall assume the defense of any such claim regardless as to its ultimate validity, of infringement or misappropriation brought against ▇▇▇▇▇▇▇▇ Sprint in the United States by counsel retained at Sycamore's ’s own expense, provided that ▇▇▇▇▇▇▇▇ Sprint promptly notifies Sycamore in writing of such claim or the commencement of any such suit, action, proceeding or threat covered by this Section. Sycamore shall maintain sole and exclusive control of the defense and/or settlement of any such claim and ▇▇▇▇▇▇▇▇ Sprint shall cooperate in the defense of such claim. In no event shall Sprint consent to any judgment or decree or do any other act in compromise of any such claim without first obtaining Sycamore’s written consent. 12.2 16.2 In the event that the use or sale of all or any portion of the Products is enjoined, or, in Sycamore's judgment, may be enjoined, enjoined as a result of a suit based on alleged infringement or misappropriation of the third party intellectual property rights, Sycamore agrees to either: (i) procure for ▇▇▇▇▇▇▇▇ Sprint the right to continue to use or sell the Product, or (ii) replace or modify the infringing or misappropriating Product so that it becomes non- non-infringing. In the event that the foregoing alternatives cannot be reasonably accomplished by Sycamore, Sycamore shall direct ▇▇▇▇▇▇▇▇ to return the Product to Sycamore and upon receipt of the Product(s), Sycamore shall reimburse ▇▇▇▇▇▇▇▇ for the price originally paid by ▇▇▇▇▇▇▇▇[*]. Upon Sycamore's ’s fulfillment of the alternatives set out in this Section and Section 12.1Section, Sycamore shall be relieved of any further obligation or liability to ▇▇▇▇▇▇▇▇ Sprint as a result of any such infringement or misappropriation. 12.3 16.3 Regardless of any other provisions of this Agreement, this Section shall not apply (i) to any designs, specifications or modifications originating with or requested by ▇▇▇▇▇▇▇▇Sprint, or (ii) to the combination of any Product with other equipment, software or products not supplied by Sycamore if such infringement or misappropriation would not have occurred but for such combination. Sprint shall indemnify and hold Sycamore harmless against all claims that Sprint’s designs, specifications, modifications or (iii) ▇▇▇▇▇▇▇▇ failure to install an update provided at no additional chargecombinations of Products with other equipment infringes or misappropriates any third party’s patent rights, where the update would have avoided the infringement claimcopyrights, trade secrets, trademarks or other intellectual property rights. 16.4 THIS SECTION STATES SYCAMORE’S ENTIRE LIABILITY TO SPRINT, EXCEPT FOR SPRINT’S RIGHTS UNDER SECTION 19 BELOW, FOR ANY INFRINGEMENT OR MISAPPROPRIATION OF ANY PATENT RIGHTS, COPYRIGHTS, TRADE SECRETS, TRADEMARKS OR OTHER INTELLECTUAL PROPERTY RIGHTS.

PATENT AND COPYRIGHT INDEMNIFICATION. 12.1 Sycamore Ascend agrees to indemnify and hold ▇▇▇▇▇▇▇▇ buyer harmless from and against all valid claims and judicial or governmental determinations that the Products as delivered by Sycamore Ascend under this Agreement infringe or misappropriate any United States patent rights, copyrights, trade secrets, or trademarks. Sycamore Ascend shall assume the defense of any such claim regardless as to its ultimate validity, of infringement or misappropriation brought against ▇▇▇▇▇▇▇▇ Buyer in the United States by counsel retained at SycamoreAscend's own expense, provided that ▇▇▇▇▇▇▇▇ Buyer promptly notifies Sycamore Ascend in writing of such claim or the commencement of any such suit, action, proceeding or threat covered by this Section. Sycamore Ascend shall maintain sole and exclusive control of the defense and/or settlement of any such claim and ▇▇▇▇▇▇▇▇ Buyer shall cooperate in the defense of such claim. 12.2 In the event that the use or sale of all or any portion of the Products is enjoined, or, in SycamoreAscend's judgment, may be enjoined, enjoined as a result of a suit based on alleged infringement or misappropriation of the third party intellectual property rights, Sycamore Ascend agrees to either: either (i) procure for ▇▇▇▇▇▇▇▇ Buyer the right to continue to use the Product, or (ii) replace or modify the infringing or misappropriating Product so that it becomes non- non-infringing. In the event that the foregoing alternatives cannot be reasonably accomplished by SycamoreAscend, Sycamore Ascend shall direct ▇▇▇▇▇▇▇▇ Buyer to return the Product to Sycamore Ascend and upon receipt of the Product(s), Sycamore Ascend shall reimburse ▇▇▇▇▇▇▇▇ Buyer for the price originally paid by ▇▇▇▇▇▇▇▇Buyer as depreciated by an equal annual amount over the lifetime of the Product. Upon SycamoreAscend's fulfillment of the alternatives set out in this Section and Section 12.1Section, Sycamore Ascend shall be relieved of any further obligation or liability to ▇▇▇▇▇▇▇▇ Buyer as a result of any such infringement or misappropriation. 12.3 Regardless of any other provisions of this Agreement, this Section shall not apply (i) to any designs, specifications or modifications originating with or requested by ▇▇▇▇▇▇▇▇, or (ii) to the combination of any Product with other equipment, software or products not supplied by Sycamore if such infringement or misappropriation would not have occurred but for such combination, or (iii) ▇▇▇▇▇▇▇▇ failure to install an update provided at no additional charge, where the update would have avoided the infringement claim.