Common use of Patent Indemnity Clause in Contracts

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 126 contracts

Sources: Framework Agreement, Framework Agreement, Framework Contract for Supply and Delivery of Dairy Goats

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Nodal Agency within the twenty eight (28) days period, the Nodal Agency shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Nodal Agency shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Nodal Agency, in accordance with the Regulations framed by CERC in this regard, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Nodal Agency a notice thereof, and the Nodal Agency shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Nodal Agency shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Nodal Agency fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityNodal Agency. Unless the Nodal Agency has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Nodal Agency request, afford all available assistance to the Nodal Agency in attending to such proceedings or claim, and shall be reimbursed by the Nodal Agency for all reasonable expenses incurred in so doing.

Appears in 35 contracts

Sources: Transmission Service Agreement, Transmission Service Agreement, Transmission Service Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 10 contracts

Sources: Framework Agreement, Framework Agreement for Provision of Cardiac Imaging Services, Framework Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officersofficers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specificationspecification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 9 contracts

Sources: Framework Agreement, Framework Agreement, Framework Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Nodal Agency within the twenty eight (28) days period, the Nodal Agency shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Nodal Agency shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Nodal Agency, in accordance with the Regulations framed by CERC in this regard, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Nodal Agency a notice thereof, and the Nodal Agency shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Nodal Agency shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Nodal Agency fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring Entity.Nodal Agency. Unless the Nodal Agency has so failed to notify the TSP within the twenty

Appears in 9 contracts

Sources: Transmission Service Agreement, Transmission Service Agreement, Transmission Service Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Subsub-Clause 29.2clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 9 contracts

Sources: Rate Contract, Rate Contract for Various Surveillance Items, Rate Contract for Supply of Usb Cryptographic Tokens

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalf. 29.4 The Procuring Entity shall, behalf at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date cost of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of TSP. Unless the Procuring Entity.TSP has so failed to notify the Nodal Agency within the twenty eight

Appears in 8 contracts

Sources: Transmission Service Agreement, Transmission Service Agreement, Transmission Service Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 . If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 . If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall Entityshall be free to conduct the same on its own behalf. 29.4 . The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 . The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 7 contracts

Sources: Tender Agreement, Tender Agreement, Framework Contract

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the The sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 5 contracts

Sources: Framework Agreement, Framework Agreement, Framework Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause Sub -Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 4 contracts

Sources: Framework Agreement, Framework Agreement, Framework Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Long Term Transmission System User’s compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Long Term Transmission System Users and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Long Term Transmission System Users may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Long Term Transmission System Users arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Long Term Transmission System Users shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Long Term Transmission System Users of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Long Term Transmission System Users within twenty-eight (28) days after receipt of such notice from the Long Term Transmission System Users under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Long Term Transmission System Users shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Lead Long Term Transmission System Users within the twenty eight (28) days period, the Long Term Transmission System Users shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Lead Long Term Transmission System Users shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Long Term Transmission System Users, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Lead Long Term Transmission System User a notice thereof, and the Long Term Transmission System Users shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Long Term Transmission System User shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Long Term Transmission System User fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityLong Term Transmission System Users. Unless the Long Term Transmission System Users has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Lead Long Term Transmission System User’s request, afford all available assistance to the Long Term Transmission System Users in attending to such proceedings or claim, and shall be reimbursed by the Long Term Transmission System Users for all reasonable expenses incurred in so doing.

Appears in 4 contracts

Sources: Transmission Service Agreement, Transmission Service Agreement, Transmission Service Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: Page 83 of 114 a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 3 contracts

Sources: Framework Agreement, Framework Agreement, Framework Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Long Term Transmission Customers compliance with GCC Sub-Clause 29.2Article 14.2.1(b), indemnify and hold harmless the Procuring Entity Long Term Transmission Customers and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Long Term Transmission Customers may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Long Term Transmission Customers arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Lead Long Term Transmission Customer shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Lead Long Term Transmission Customer of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Lead Long Term Transmission Customer within twenty-twenty- eight (28) days after receipt of such notice from the Long Term Transmission Customers under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Long Term Transmission Customers shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Lead Long Term Transmission Customer within the twenty eight (28) days period, the Lead Long Term Transmission Customer shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Lead Long Term Transmission Customer shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Long Term Transmission Customers, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Lead Long Term Transmission Customer a notice thereof, and the Long Term Transmission Customers shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Lead Long Term Transmission Customer shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Lead Long Term Transmission Customer fails to notify the TSP within twenty- eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityLong Term Transmission Customers. Unless the Lead Long Term Transmission Customer has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Long Term Transmission Customers request, afford all available assistance to the Long Term Transmission Customers in attending to such proceedings or claim, and shall be reimbursed by the Long Term Transmission Customers for all reasonable expenses incurred in so doing.

Appears in 3 contracts

Sources: Transmission Service Agreement, Transmission Service Agreement, Transmission Service Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting infringementresulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 . If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 . If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall Entityshall be free to conduct the same on its own behalf. 29.4 . The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 . The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 3 contracts

Sources: Framework Agreement, Framework Agreement, Framework Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Sub-Clause 29.2sub- clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation usage of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 3 contracts

Sources: Rate Contract for Security Audit, Rate Contract for Security Audit, Rate Contract for Security Audit

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Subsub-Clause 29.2clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) a. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) b. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 2 contracts

Sources: Rate Contract for Supply, Installation, Commissioning and Maintenance of GPS Devices, Rate Contract for Supply, Installation, Commissioning and Maintenance of GPS Devices

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the wherethe Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting infringementresulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of infringementof any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 2 contracts

Sources: Framework Agreement for Provision of Conference Facility and Catering Services, Framework Agreement for Provision of Sanitary Services

Patent Indemnity. 29.1 30.1. The Supplier shall, subject to the Procuring Entity's agency’s compliance with GCC Sub-Clause 29.230.2, indemnify and hold harmless the Procuring Entity agency and its employees and officers from and against any and all suits, actions actions, or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the a. The installation of the Goods by the Supplier or the use of the Goods in the country where the Site is locatedBhutan; and b) the b. The sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or reasonably to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the Supplier, pursuant to the Contract. 29.2 30.2. If any proceedings are brought or any claim is made against the Procuring Entity agency arising out of the matters referred to in GCC Sub-Clause 29.130.1, the Procuring Entity agency shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's agency’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 30.3. If the Supplier fails to notify the Procuring Entity agency within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity agency shall be free to conduct the same on its own behalf. 29.4 30.4. The Procuring Entity agency shall, at the Supplier's ’s request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 30.5. The Procuring Entity agency shall indemnify and hold harmless the Supplier and its employees, officers, officers and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, specification or other documents or materials provided or designed by or on behalf of the Procuring Entityagency.

Appears in 2 contracts

Sources: Tender Agreement, Tender Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Sub-Clause 29.2sub- clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 2 contracts

Sources: Rate Contract, Rate Contract for Supply & Installation of Software

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice anotice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to freeto conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 2 contracts

Sources: Framework Agreement, Framework Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Sub- Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 . If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 . If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 . The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 . The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 2 contracts

Sources: Framework Agreement, Framework Agreement

Patent Indemnity. 29.1 The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION’s compliance with GCC Sub-Sub- Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: (a) the installation installation, of the Goods items by the Supplier CONTRACTOR or the use of the Goods items in the country where the Site is located; and (b) the The sale in any country of the products produced by the Goodsitems. Such indemnity shall not cover any use of the Goods items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods items or any part thereof, thereof or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC above Sub-Clause 29.1Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice thereof, and the Supplier CONTRACTOR may at its own expense expenses and in the Procuring Entity's CORPORATION’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR’s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 2 contracts

Sources: Service Level Agreement (Sla), Service Level Agreement (Sla)

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in Supplierin conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 2 contracts

Sources: Framework Agreement, Supply and Delivery Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring theProcuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 . If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 . If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall Entityshall be free to conduct the same on its own behalf. 29.4 . The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 . The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 2 contracts

Sources: Tender Agreement, Tender Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Long Term Transmission Customers compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Long Term Transmission Customers and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Long Term Transmission Customers may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Long Term Transmission Customers arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1 (a), the Procuring Entity Lead Long Term Transmission Customer shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Lead Long Term Transmission Customer of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Lead Long Term Transmission Customer within twenty-eight (28) days after receipt of such notice from the Long Term Transmission Customers under Article 14.2.1 (b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Long Term Transmission Customers shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Lead Long Term Transmission Customer within the twenty eight (28) days period, the Lead Long Term Transmission Customer shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Lead Long Term Transmission Customer shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Long Term Transmission Customers, subject to the TSP’s compliance with Article 14.2.2 (b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Lead Long Term Transmission Customer a notice thereof, and the Long Term Transmission Customers shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Lead Long Term Transmission Customer shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Lead Long Term Transmission Customer fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2 (b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityLong Term Transmission Customers. Unless the Lead Long Term Transmission Customer has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Long Term Transmission Customers request, afford all available assistance to the Long Term Transmission Customers in attending to such proceedings or claim, and shall be reimbursed by the Long Term Transmission Customers for all reasonable expenses incurred in so doing.

Appears in 2 contracts

Sources: Transmission Service Agreement, Transmission Service Agreement

Patent Indemnity. 29.1 31.1. The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION’s compliance with GCC Sub-Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: (a) the installation of the Goods Items by the Supplier CONTRACTOR or the use of the Goods Items in the country where the Site is located; and (b) the sale in any country of the products produced by the GoodsItems. Such indemnity shall not cover any use of the Goods Items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Items or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 31.2. If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC Sub-Clause 29.1above Sub- Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice thereof, and the Supplier CONTRACTOR may at its own expense and in the Procuring Entity's CORPORATION’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 31.3. If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 31.4. The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR’s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 31.5. The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 2 contracts

Sources: Service Level Agreement, Service Level Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's ’s compliance with GCC Sub-Clause 29.226.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) : the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) and the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 . If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.126.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's ’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 . If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 . The Procuring Entity shall, at the Supplier's ’s request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 . The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 2 contracts

Sources: Tender Agreement, Bidding Document

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods Goods/services by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 2 contracts

Sources: Framework Agreement for Provision of Legal Services, Framework Agreement

Patent Indemnity. 29.1 31.1. The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION’s compliance with GCC Sub-Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: (a) the installation of the Goods Items by the Supplier CONTRACTOR or the use of the Goods Items in the country where the Site is located; and (b) the sale in any country of the products produced by the GoodsItems. Such indemnity shall not cover any use of the Goods Items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Items or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 31.2. If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC above Sub-Clause 29.1Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice thereof, and the Supplier CONTRACTOR may at its own expense and in the Procuring Entity's CORPORATION’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 31.3. If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 31.4. The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR’s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 31.5. The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 1 contract

Sources: Service Level Agreement (Sla)

Patent Indemnity. 29.1 29.1. The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 29.2. If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 29.3. If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 29.4. The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 29.5. The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring theProcuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 . If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 . If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall Entityshall be free to conduct the same on its own behalf. 29.4 . The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 . The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials ormaterials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Tender Agreement

Patent Indemnity. 29.1 21.1 The Supplier shallContractor, at its own expense, shall defend, indemnify and hold the Purchaser harmless against any claim or suit against the Purchaser based on an allegation that the manufacture of any item in the performance of this Contract, or the normal intended use, lease or sale of any item delivered or to be delivered under this Contract, infringes any U.S. letters patent, copyrights or trade secrets, and shall pay any royalties and other costs of the settlement of such claim or suit and the costs and damages finally awarded, including reasonable attorney fees as the result of any suit, provided that the Purchaser promptly notifies the Contractor in writing of any such claim or suit and gives the Contractor authority and such assistance and information as is reasonably available to the Purchaser for the defense of such claim or suit. 21.2 If the manufacture of any item in the performance of this Contract, or the normal intended use, lease or sale of any item delivered under this Contract, is enjoined as a result of a suit based on such claim of infringement, the Contractor shall resolve the matter by negotiating a license or other agreement so that the injunction no longer pertains; otherwise, the Contractor shall be liable to the Purchaser for the Purchaser's additional costs and damages arising as a result of such injunction, subject to the Procuring Entity's compliance with GCC limitation set forth in Sub-Clause 29.2, indemnify Article 21.6 provided that the conditions of Sub-Article 21.3 herein do not apply. 21.3 The indemnity provided under this Article shall not apply to the Contractor's delivery of normally non-infringing items and hold harmless their intended use which are rendered infringing by the Procuring Entity and its employees and officers from and against any and all suits, actions Purchaser's modification of said items or administrative proceedings, claims, demands, losses, damages, costs, and expenses by a combination of any nature, including attorney's fees and expenses, which said items with items not provided by the Procuring Entity may suffer as a result of any infringement Contractor under this Contract. Use or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date disclosure of the Contract by reason of:data contained on this page is subject to the restriction on the title page of this Contract. a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such 21.4 The indemnity shall provided under this Article does not cover any use of the Goods or any part thereof other than for the purpose indicated by or extend to be reasonably inferred from the Contract, neither any infringement resulting from a change in method of manufacture of an item to be delivered, ordered by the use Purchaser pursuant to Article 27 - CHANGES, or the stipulation by the Purchaser of the Goods specific design of an item to be delivered if infringement would not have occurred but for compliance with such change or design. 21.5 The indemnity provided under this Article does not extend to any part thereofclaim that the placement of any Satellite in any orbit other than geostationary(E.G., a highly inclined geosynchronous orbit) directed or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied stipulated by the Supplier, pursuant to Purchaser infringes the Contractintellectual property rights of any third party. 29.2 If any proceedings are brought or any claim is made against 21.6 In no event shall the Procuring Entity arising out Contractor's total liability for patent infringement as specified in this Article 21 (including the occurrence of the matters referred to in GCC injunction per Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.Article

Appears in 1 contract

Sources: Contract for on Orbit Delivery of Cd Radio Dars Satellites (Cd Radio Inc)

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract Framework by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractFramework, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the ContractFramework. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors SubFrameworkors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract Framework arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser‟s compliance with GCC Sub-Clause 29.2sub- clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser‟s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier‟s/ selected bidder‟s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.Purchaser. RISL Final Rate Contract for Establishing Smart Classroom (After Pre-bid)

Appears in 1 contract

Sources: Rate Contract

Patent Indemnity. 29.1 14.2.1 ‌ (a) The Supplier TSP shall, subject to the Procuring Entity's Long Term Transmission Customers compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Long Term Transmission Customers and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Long Term Transmission Customers may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Long Term Transmission Customers arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Lead Long Term Transmission Customer shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim.. The TSP shall promptly notify the Lead Long Term Transmission Customer of all actions taken in such proceedings or claims.‌ 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Lead Long Term Transmission Customer within twenty-eight (28) days after receipt of such notice from the Long Term Transmission Customers under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Long Term Transmission Customers shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Lead Long Term Transmission Customer within the twenty eight (28) days period, the Lead Long Term Transmission Customer shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Lead Long Term Transmission Customer shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 14.2.2 ‌ (a) The Procuring Entity Long Term Transmission Customers, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all all‌ suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Lead Long Term Transmission Customer a notice thereof, and the Long Term Transmission Customers shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Lead Long Term Transmission Customer shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Lead Long Term Transmission Customer fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityLong Term Transmission Customers. Unless the Lead Long Term Transmission Customer has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Long Term Transmission Customers request, afford all available assistance to the Long Term Transmission Customers in attending to such proceedings or claim, and shall be reimbursed by the Long Term Transmission Customers for all reasonable expenses incurred in so doing.

Appears in 1 contract

Sources: Standard Implementation and Service Agreement

Patent Indemnity. 29.1 The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION’s compliance with GCC Sub-Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: (a) the installation installation, of the Goods items by the Supplier CONTRACTOR or the use of the Goods items in the country where the Site is located; and (b) the The sale in any country of the products produced by the Goodsitems. Such indemnity shall not cover any use of the Goods items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods items or any part thereof, thereof or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC above Sub-Clause 29.1Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice thereof, and the Supplier CONTRACTOR may at its own expense expenses and in the Procuring Entity's CORPORATION’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR’s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 1 contract

Sources: Service Level Agreement (Sla)

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Long Term Transmission Customers compliance with GCC Sub-Clause 29.2Article 14.2.1(b), indemnify and hold harmless the Procuring Entity Long Term Transmission Customers and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Long Term Transmission Customers may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Long Term Transmission Customers arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Lead Long Term Transmission Customer shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Lead Long Term Transmission Customer of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Lead Long Term Transmission Customer within twenty-twenty- eight (28) days after receipt of such notice from the Long Term Transmission Customers under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Long Term Transmission Customers shall be free to conduct attend the same on its their own behalf. 29.4 The Procuring Entity shall, behalf at the Supplier's requestcost of the TSP. Unless the TSP has so failed to notify the Lead Long Term Transmission Customer within the twenty eight (28) days period, afford all available assistance the Lead Long Term Transmission Customer shall make no admission that may be prejudicial to the Supplier in conducting defence of any such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doingclaims. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 a) The Supplier selected bidder shall, subject to the Procuring Entity's Purchaser‟s compliance with GCC Subsub-Clause 29.2clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier selected bidder or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplierselected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier selected bidder a notice thereof, and the Supplier selected bidder may at its own expense and in the Procuring Entity's Purchaser‟s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's selected bidder‟s request, afford all available assistance to the Supplier selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Supplier selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Single Source Rate Contract

Patent Indemnity. 29.1 The Supplier shallA. Seller hereby indemnifies, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify defends and will hold harmless the Procuring Entity Buyer, their officers, employees, and its employees and officers agents from and against any and all suitsexpense, actions cost, loss, loss of use, charge, claim, judgement, decree or administrative proceedingsorder, claims, demands, losses, damages, costs, and expenses of any whatever kind or nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any actual or alleged infringement of any patent, trademark, trade name, trade secret, copyright, proprietary right or interest by reason of the purchase, possession, or use by Buyer of any items, delivered by Seller in the discharge of its obligation hereunder, including for purposes of this Article, but without limiting the generality of the foregoing, any actual or alleged infringement which may be based upon any design, dataconstruction, drawingpart, specificationassembly, apparatus or equipment incorporated into such items by Seller or furnished with such items or by any such design, construction, part, assembly, apparatus, or equipment, provided only that Seller’s liability hereunder with respect to any actual or alleged infringement is conditioned upon Buyer’s receipt of a claim with respect to the above notice by Buyer to Seller within thirty (30) days after service of process of such suit. B. Seller will, at its own expense, assume and conduct in the best interests of Seller and Buyer the defense and/or settlement of any suit or action which may be brought against it or against the Buyer or against any officer, employee or agent of any of them in respect to which Seller has an obligation of indemnification pursuant to Paragraph A of this Article, and will pay any amount called for by any settlement entered into with Buyer’s approval. In the event that a judgement is rendered in such suit or action, Seller will, at its own cost and expense, prosecute any appeal which may be taken from such judgement or from any decision rendered on any such appeal, and in connection therewith will execute and file, or cause to be executed and filed, such documents, including without limitation any bond or bonds required to stay or otherwise suspend, pending the decision of such appeal, the effect of any injunction or other documents restraining order entered by such trial court, and in the case of any such appeal, Buyer will, upon Seller’s request and at Seller’s expense, co-operate with Seller in the prosecution thereof. C. Seller will assume, pay, discharge or materials provided settle any and all judgments and all costs, charges and expenses which may be assessed, levied, or designed taxed by the court against Buyer or on behalf incurred by Buyer with Seller’s approval as a result of any suit or action brought against Buyer in respect to which Seller has an obligation to defend and/or settle pursuant to Paragraph B in this Article. D. In the event the Equipment (or any component or part thereof) in such suit or proceeding is held to constitute any infringement and the use thereof is enjoined, Seller shall pay all damages, costs awarded therein against Buyer as well as (at Seller’s sole expense) either procure for Buyer the right to continue using the Equipment (including components and parts) or replace it with comparable Equipment (including components and parts) which does not constitute an infringement. E. Seller warrants that prior to conveyance of title to Buyer, that it is the owner of the Procuring EntityEquipment, that it has the right to sell such Equipment for delivery and use, and that Buyer shall have quiet possession and use thereof. Seller shall indemnify and hold Buyer harmless against any loss, liability or expense arising from the violation of this Article.

Appears in 1 contract

Sources: Purchase Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Subsub-Clause 29.2clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility Rate Contract for GPU based Workstations for WS&APS with Five Years O&M model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) I. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) II. the sale in any country of the products produced by the Goods. . b) Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 c) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 d) If the Supplier supplier/ selected ▇▇▇▇▇▇ fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 e) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected bidder’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 f) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Rate Contract for Gpu Based Workstations for Ws&aps With Five Years O&m

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Sub-Clause 29.2sub- clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods Items/item/articles by the Supplier supplier/ selected bidder or the use of the Goods Items/item/articles in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goodsproduced. Such indemnity shall not cover any use of the Goods Items/item/articles or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Items/item/articles or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Rate Contract

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause Sub -Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any an y infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to t o the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Sub-Clause 29.2sub- clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) the ii. The sale in any country of the products produced by the Goods. Rate contract for Printing and Delivery of PVC Cards and other documents (Before Pre-Bid) Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Rate Contract

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any againstany and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in Supplierin conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract Framework Agreement by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractFramework Agreement, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the ContractFramework Agreement. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors SubFramework Agreementors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract Framework Agreement arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 21.1 The Supplier shallContractor, at its own expense, shall defend, indemnify and hold the Purchaser harmless against any claim or suit against the Purchaser based on an allegation that the manufacture of any item in the performance of this Contract, or the normal intended use, lease or sale of any item delivered or to be delivered under this Contract, infringes any U.S. letters patent, copyrights or trade secrets, and shall pay any royalties and other costs of the settlement of such claim or suit and the costs and damages finally awarded, including reasonable attorney fees as the result of any suit, provided that the Purchaser promptly notifies the Contractor in writing of any such claim or suit and gives the Contractor authority and such assistance and information as is reasonably available to the Purchaser for the defense of such claim or suit. 21.2 If the manufacture of any item in the performance of this Contract, or the normal intended use, lease or sale of any item delivered under this Contract, is enjoined as a result of a suit based on such claim of infringement, the Contractor shall resolve the matter by negotiating a license or other agreement so that the injunction no longer pertains; otherwise, the Contractor shall be liable to the Purchaser for the Purchaser's additional costs and damages arising as a result of such injunction, subject to the Procuring Entity's compliance with GCC limitation set forth in Sub-Clause 29.2, indemnify Article 21.6 provided that the conditions of Sub-Article 21.3 herein do not apply. 21.3 The indemnity provided under this Article shall not apply to the Contractor's delivery of normally non-infringing items and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, their intended use which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods are rendered infringing by the Supplier Purchaser's modification of said items or the use by a combination of the Goods in the country where the Site is located; and b) the sale in any country of the products produced said items with items not provided by the Goods. Such Contractor under this Contract. 21.4 The indemnity shall provided under this Article does not cover any use of the Goods or any part thereof other than for the purpose indicated by or extend to be reasonably inferred from the Contract, neither any infringement resulting from a change in method of manufacture of an item to be delivered, ordered by the use Purchaser pursuant to Article 27 - CHANGES, or the stipulation by the Purchaser of the Goods specific design of an item to be delivered if infringement would not have occurred but for compliance with such change or design. 21.5 The indemnity provided under this Article does not extend to any part thereofclaim that the placement of any Satellite in any orbit other than geostationary(e.g., a highly inclined geosynchronous orbit) directed or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied stipulated by the Supplier, pursuant Purchaser infringes the intellectual property rights of any third party. 21.6 Use or disclosure of the data contained on this page is subject to the restriction on the title page of this Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Contract (Cd Radio Inc)

Patent Indemnity. 29.1 a) The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Sub- Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) : the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Contract for the Supply of Petroleum Products

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officersofficers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specificationspecification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Contract

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: : (a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and and (b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. . 29.2 If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Sub- Clause 29.1, the Procuring Entity Purchaser shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. . 29.3 If the Supplier fails to notify the Procuring Entity Purchaser within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. . 29.4 The Procuring Entity Purchaser shall, at the Supplier's ’s request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Contract Agreement

Patent Indemnity. 29.1 31.1 The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION’s compliance with GCC Sub-Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: (a) the installation of the Goods Items by the Supplier CONTRACTOR or the use of the Goods Items in the country where the Site is located; and (b) the sale in any country of the products produced by the GoodsItems. Such indemnity shall not cover any use of the Goods Items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Items or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 31.2 If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC above Sub-Clause 29.1Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice thereof, and the Supplier CONTRACTOR may at its own expense and in the Procuring Entity's CORPORATION’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 31.3 If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 31.4 The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR’s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 31.5 The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 1 contract

Sources: Service Level Agreement

Patent Indemnity. 29.1 31.1 The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION’s compliance with GCC Sub-Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) a. the installation of the Goods Items by the Supplier CONTRACTOR or the use of the Goods Items in the country where the Site is located; and b) b. the sale in any country of the products produced by the GoodsItems. Such indemnity shall not cover any use of the Goods Items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Items or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 31.2 If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC above Sub-Clause 29.1Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice thereof, and the Supplier CONTRACTOR may at its own expense and in the Procuring Entity's CORPORATION’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 31.3 If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 31.4 The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR’s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 31.5 The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 1 contract

Sources: Service Level Agreement

Patent Indemnity. 29.1 31.1. The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION‟s compliance with GCC Sub-Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: (a) the installation of the Goods Items by the Supplier CONTRACTOR or the use of the Goods Items in the country where the Site is located; and (b) the sale in any country of the products produced by the GoodsItems. Such indemnity shall not cover any use of the Goods Items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Items or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 31.2. If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC Sub-Clause 29.1above Sub- Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice thereof, and the Supplier CONTRACTOR may at its own expense and in the Procuring Entity's CORPORATION‟s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 31.3. If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 31.4. The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR‟s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 31.5. The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 1 contract

Sources: Service Level Agreement (Sla)

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1 (a), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (a) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (b) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(a) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalf. 29.4 The Procuring Entity shall, behalf at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date cost of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of TSP. Unless the Procuring Entity.TSP has so failed to notify the Nodal Agency within the twenty eight

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 a) The Supplier service provider/ selected bidder shall, subject to the Procuring Entity's Purchaser‟s compliance with GCC Subsub-Clause 29.2clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation rendering of the Goods services by the Supplier service provider/ selected bidder or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplierservice provider/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier service provider/ selected bidder a notice thereof, and the Supplier service provider/ selected bidder may at its own expense and in the Procuring Entity's Purchaser‟s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier service provider/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's service provider‟s/ selected bidder‟s request, afford all available assistance to the Supplier service provider/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier service provider/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier service provider/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's attorney‟s fees and expenses, which the Supplier service provider/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Rate Contract

Patent Indemnity. 29.1 28.1 The Supplier shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Sub-Sub- Clause 29.228.2, indemnify and hold harmless the Procuring Entity Purchaser and its his employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costscosts and expenses, and expenses of any nature, including attorney's ’s fees and expensesexpenses , which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract by reason ofof : (a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site site is located; and (b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 28.1 If any proceedings proceeding are brought or any claim claims is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.128.1, the Procuring Entity Purchaser shall promptly give the Supplier a notice thereof, and the Supplier may at its his own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 28.2 If the Supplier fails to notify the Procuring Entity Purchaser within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings proceeding; or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 28.3 The Procuring Entity Purchaser shall, at the Supplier's ’s request, afford all available assistance to the Supplier supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity 28.4 the Purchaser shall indemnify and hold harmless the Supplier supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedingsproceeding;, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entitypurchaser.

Appears in 1 contract

Sources: Service & Maintenance Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the whichthe Procuring Entity may suffer as a result of any infringement or alleged infringement of any ofany patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where countrywhere the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give promptlygive the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for Supplierfor all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or infringementor alleged infringement of any patent, utility model, registered design, trademark, copyright, ,or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement for Supply and Delivery of Working Tools

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1(b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Nodal Agency within the twenty eight (28) days period, the Nodal Agency shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Nodal Agency shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Nodal Agency, in accordance with the Regulations framed by CERC in this regard, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Nodal Agency a notice thereof, and the Nodal Agency shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Nodal Agency shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Nodal Agency fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityNodal Agency. Unless the Nodal Agency has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Nodal Agencyrequest, afford all available assistance to the Nodal Agency in attending to such proceedings or claim, and shall be reimbursed by the Nodal Agency for all reasonable expenses incurred in so doing.

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1(b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof there of other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalf. 29.4 The Procuring Entity shall, behalf at the Supplier's requestcost of the TSP. Unless the TSP has so failed to notify the Nodal Agency within the twenty eight (28) days period, afford all available assistance the Nodal Agency shall make no admission that may be prejudicial to the Supplier in conducting defence of any such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doingclaims. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1(b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof there of other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Nodal Agency within the twenty eight (28) days period, the Nodal Agency shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Nodal Agency shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Nodal Agency, in accordance with the Regulations framed by OERC/CERC in this regard, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Nodal Agency a notice thereof, and the Nodal Agency shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Nodal Agency shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Nodal Agency fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring Entity.Nodal Agency. Unless the Nodal Agency has so failed to notify the TSP within the twenty

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1(b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof there of other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Nodal Agency within the twenty eight (28) days period, the Nodal Agency shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Nodal Agency shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Nodal Agency, in accordance with the Regulations framed by CERC in this regard, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Nodal Agency a notice thereof, and the Nodal Agency shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Nodal Agency shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Nodal Agency fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring Entity.Nodal Agency. Unless the Nodal Agency has so failed to notify the TSP within the twenty

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 26.1 The Supplier Lessor shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the : a The installation of the Goods Lease Items by the Supplier Lessor or the use of the Goods Lease Items in the country where the Site is located; and b) and b the sale in any country of the products produced by the GoodsLease Items. Such indemnity shall not cover any use of the Goods Lease Items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Lease Items or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierLessor, pursuant to the Contract. 29.2 26.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier Lessor a notice thereof, and the Supplier Lessor may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 26.3 If the Supplier Lessor fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 26.4 The Procuring Entity shall, at the SupplierLessor's request, afford all available assistance to the Supplier Lessor in conducting such proceedings or claim, and shall be reimbursed by the Supplier Lessor for all reasonable expenses incurred in so doing. 29.5 26.5 The Procuring Entity shall indemnify and hold harmless the Supplier Lessor and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier Lessor may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Contract for Lease of Trucks for Garbage Collection

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Subsub-Clause 29.2clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name Rate Contract for Supply, Installation and FMS of Edge equipment’s under City Surveillance project for seven Cities (After Pre-bid) conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Rate Contract for Supply, Installation and FMS of Edge Equipment’s Under City Surveillance Projects

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of expensesof any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of dateof the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the wherethe Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a Suppliera notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or proceedingsor claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, ,which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 31.1. The Supplier CONTRACTOR shall, subject to the Procuring Entity's CORPORATION’s compliance with GCC Sub-Clause 29.2below, indemnify and hold harmless the Procuring Entity CORPORATION and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity CORPORATION may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: (a) the installation of the Goods Items by the Supplier CONTRACTOR or the use of the Goods Items in the country where the Site is located; and (b) the sale in any country of the products produced by the GoodsItems. Such indemnity shall not cover any use of the Goods Items or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods Items or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the SupplierCONTRACTOR, pursuant to the Contract. 29.2 31.2. If any proceedings are brought or any claim is made against the Procuring Entity CORPORATION arising out of the matters referred to in GCC above Sub-Clause 29.1Clause, the Procuring Entity CORPORATION shall promptly give the Supplier CONTRACTOR a notice Bid Package ANNEXURE-II thereof, and the Supplier CONTRACTOR may at its own expense and in the Procuring Entity's CORPORATION’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 31.3. If the Supplier CONTRACTOR fails to notify the Procuring Entity CORPORATION within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity CORPORATION shall be free to conduct the same on its own behalf. 29.4 31.4. The Procuring Entity CORPORATION shall, at the Supplier's CONTRACTOR’s request, afford all available assistance to the Supplier CONTRACTOR in conducting such proceedings or claim, and shall be reimbursed by the Supplier CONTRACTOR for all reasonable expenses incurred in so doing. 29.5 31.5. The Procuring Entity CORPORATION shall indemnify and hold harmless the Supplier CONTRACTOR and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier CONTRACTOR may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityCORPORATION.

Appears in 1 contract

Sources: Service Level Agreement (Sla)

Patent Indemnity. 29.1 The Supplier shall(a) Buyer shall indemnify, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify defend and hold harmless the Procuring Entity and its employees and officers from and Seller against any expense and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses loss resulting from: (i) any claim of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement actual or alleged infringement or contributory infringement of any U.S. or Canadian patent, utility model, registered design, trademark, copyright, or other industrial or intellectual property right registered rights of any other person or otherwise existing entity granted or used at the date of the Contract time arising from compliance by reason of: aSeller with Buyer's designs, specifications or instructions; (ii) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement actual or alleged infringement which relates to the use or sale of any of the goods or the provision of any of the services in a manner or for a purpose not specified by Seller or to any modification of the goods or services unauthorized by Seller or to the use or sale of goods, equipment device, machine process which includes any of the goods so supplied; or (iii) any infringement occurring after Buyer has received notice of such claim or other communication alleging the infringement unless Seller has given written permission for such continuing infringement. (b) The sale or supply of goods and services by Seller shall neither convey nor grant, except as otherwise provided above, any right, title, interest or license, by implication, estoppel, or otherwise, under any patent, utility model, registered design, trademark, copyright, or other industrial or intellectual property rights covering combinations of the goods with other goods, equipment, devices or machines or processes in which any of the goods may be used. (c) Due to the complexity of manufacturing techniques for rapid prototyping, rapid manufacturing, 3D printing, and rapid tooling services, and of the intellectual property rights pertaining thereto, Seller is not able to declare that its goods do not infringe the intellectual property rights of third parties. In the event that a third party makes a claim alleging that the goods delivered to Buyer infringe such third party's intellectual property rights, Seller may at its option (but shall not be obligated to) defend the claim or seek a compromise. If any goods become the subject of an unfavorable judgment, Seller may, at its option, modify the goods in such a way as to avoid infringement. If such a solution shall be deemed impracticable for economic and/or technical reasons, Seller may demand the return of the goods supplied and shall reimburse the Buyer up to a maximum equal to the amount paid by the Buyer for the goods deemed to infringe and so returned the lesser of the value for use to date or book value. If the infringement by either party's goods is alleged prior to completion of delivery of the goods under the Agreement of sale, Seller may decline to make further shipments without being in breach of the Agreement of sale. The above provisions constitute the entire undertaking of Seller toward Buyer in the event of any intellectual property right registered or otherwise existing at the date claim of the Contract arising out of or in connection a third party with any design, data, drawing, specification, or other documents or materials provided or designed regard to goods supplied by or on behalf of the Procuring EntitySeller.

Appears in 1 contract

Sources: Terms and Conditions Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any againstany and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer maysuffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting infringementresulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in Supplierin conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 13.3.1 The Supplier TSP shall, subject to the Procuring Entity's Beneficiary(s) compliance with GCC Sub-Clause 29.213.3.2, indemnify and hold harmless the Procuring Entity Beneficiary(s) and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Beneficiary(s) may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) of the installation of the Goods Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 13.3.2 If any proceedings are brought or any claim is made against the Procuring Entity Beneficiary(s) arising out of the matters referred to in GCC Sub-Clause 29.1Clause13.3.1, the Procuring Entity Beneficiary(s) shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 . The TSP shall promptly notify Beneficiary(s) of all actions taken in such proceedings or claims. If the Supplier TSP fails to notify the Procuring Entity Beneficiary(s) within twenty-eight (28) days after receipt of such notice that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Beneficiary(s) shall be free to conduct attend the same on its own behalf. 29.4 The Procuring Entity behalf at the cost of the TSP. Unless the TSP has so failed to notify Beneficiary(s) within the twenty-eight (28) day period, Beneficiary(s) shall make no admission that may be prejudicial to the defense of any such proceedings or claims. Beneficiary(s) shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity 13.3.3 Beneficiary(s) shall indemnify and hold harmless the Supplier TSP and its employees, officers, officers and Subcontractors Sub-Contractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement arising out of or in connection with any design, data, drawing, drawing specification, or other documents or materials provided or designed by or on behalf of Beneficiary(s). 13.3.4 If any proceedings are brought or any claim is made against the Procuring EntityTSP arising out of the matters referred to in Clause13.

Appears in 1 contract

Sources: Implementation Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Nodal Agency’s compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Nodal Agency and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Nodal Agency may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Nodal Agency arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Nodal Agency shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Nodal Agency of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Nodal Agency within twenty-eight (28) days after receipt of such notice from the Nodal Agency under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Nodal Agency shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Nodal Agency within the twenty eight (28) days period, the Nodal Agency shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Nodal Agency shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Nodal Agency, in accordance with the Regulations framed by CERC in this regard, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Nodal Agency a notice thereof, and the Nodal Agency shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Nodal Agency shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Nodal Agency fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityNodal Agency. Unless the Nodal Agency has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Nodal Agency request, afford all available assistance to the Nodal Agency in attending to such proceedings or claim, and shall be reimbursed by the Nodal Agency for all reasonable expenses incurred in so doing.

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, ,costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting infringementresulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name Entity'sname conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall Entityshall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of infringementof any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Contract for Supply and Delivery of Biomedical Spare Parts

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Sub- Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring theProcuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the atthe date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in Goodsin the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days 28)days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be shallbe reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expensesandexpenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Tender Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Sub- Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.eight

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Sub- Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Long Term Transmission Customers compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Long Term Transmission Customers and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's attorney‟s fees and expenses, which the Procuring Entity Long Term Transmission Customers may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Long Term Transmission Customers arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Lead Long Term Transmission Customer shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Lead Long Term Transmission Customer of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Lead Long Term Transmission Customer within twenty-eight (28) days after receipt of such notice from the Long Term Transmission Customers under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Long Term Transmission Customers shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Lead Long Term Transmission Customer within the twenty eight (28) days period, the Lead Long Term Transmission Customer shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Lead Long Term Transmission Customer shall, at the Supplier's TSP‟s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Long Term Transmission Customers, subject to the TSP‟s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's attorney‟s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Lead Long Term Transmission Customer a notice thereof, and the Long Term Transmission Customers shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Lead Long Term Transmission Customer shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Lead Long Term Transmission Customer fails to notify the TSP within twenty- eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityLong Term Transmission Customers. Unless the Lead Long Term Transmission Customer has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Long Term Transmission Customers request, afford all available assistance to the Long Term Transmission Customers in attending to such proceedings or claim, and shall be reimbursed by the Long Term Transmission Customers for all reasonable expenses incurred in so doing.

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected Bidder(s) shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Subsub-Clause 29.2clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier supplier/ selected Bidder(s) or the use of the Goods in the country where the Site is located; and b) ii. the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected Bidder(s), pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected Bidder(s) a notice thereof, and the Supplier supplier/ selected Bidder(s) may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected ▇▇▇▇▇▇(s) fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇(s)’s request, afford all available assistance to the Supplier supplier/ selected Bidder(s) in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected ▇▇▇▇▇▇(s) for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected Bidder(s) and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected Bidder(s) may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Rate Contract for Comprehensive Maintenance of Optical Fiber Cable Network

Patent Indemnity. 29.1 (a) The Supplier TSP shall, subject to the Procuring Entity's Long Term Transmission Customers compliance with GCC Sub-Clause 29.2Article 14.2.1 (b), indemnify and hold harmless the Procuring Entity Long Term Transmission Customers and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Procuring Entity Long Term Transmission Customers may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of: a) the installation of the Goods setting up of the Project by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the GoodsTSP. Such indemnity shall not cover any use of the Goods Project or any part thereof other than for the purpose indicated by or to be reasonably inferred from the ContractAgreement, neither any infringement resulting from the use misuse of the Goods Project or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, plant or materials not supplied by suppliedby the SupplierTSP, pursuant to the ContractAgreement. 29.2 (b) If any proceedings are brought or any claim is made against the Procuring Entity Long Term Transmission Customers arising out of the matters referred to in GCC Sub-Clause 29.1Article 14.2.1(a), the Procuring Entity Lead Long Term Transmission Customer shall promptly give the Supplier TSP a notice thereof, and the Supplier may TSP shall at its own expense take necessary steps and in the Procuring Entity's name conduct attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The TSP shall promptly notify the Long Term Transmission Customers of all actions taken in such proceedings or claims. 29.3 (c) If the Supplier TSP fails to notify the Procuring Entity Lead Long Term Transmission Customer within twenty-eight (28) days after receipt of such notice from the Long Term Transmission Customers under Article 14.2.1(b) above, that it intends to conduct attend any such proceedings or claim, then the Procuring Entity Long Term Transmission Customers shall be free to conduct attend the same on its their own behalfbehalf at the cost of the TSP. Unless the TSP has so failed to notify the Lead Long Term Transmission Customer within the twenty eight (28) days period, the Long Term Transmission Customers shall make no admission that may be prejudicial to the defence of any such proceedings or claims. 29.4 (d) The Procuring Entity Lead Long Term Transmission Customer shall, at the Supplier's TSP’s request, afford all available assistance to the Supplier TSP in conducting attending to such proceedings or claim, and shall be reimbursed by the Supplier TSP for all reasonable expenses incurred in so doing. 29.5 (a) The Procuring Entity Long Term Transmission Customers, in accordance with the Regulations framed by JERC in this regard, subject to the TSP’s compliance with Article 14.2.2(b) shall indemnify and hold harmless the Supplier TSP and its employees, officers, and Subcontractors officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, costs and expenses of any whatsoever nature, including attorney's ’s fees and expenses, which the Supplier TSP may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, copyright or other intellectual property right registered or otherwise existing at the date of the Contract Agreement by reason of the setting up of the Project by the TSP. (b) If any proceedings are brought or any claim is made against the TSP arising out of the matters referred to in Article 14.2.2 (a) the TSP shall promptly give the Lead Long Term Transmission Customer a notice thereof, and the Long Term Transmission Customers shall at its own expense take necessary steps and attend such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. The Lead Long Term Transmission Customer shall promptly notify the TSP of all actions taken in connection with such proceedings or claims. (c) If the Lead Long Term Transmission Customer fails to notify the TSP within twenty-eight (28) days after receipt of such notice from the TSP under Article 14.2.2(b) above, that it intends to attend any designsuch proceedings or claim, data, drawing, specification, or other documents or materials provided or designed by or then the TSP shall be free to attend the same on its own behalf at the cost of the Procuring EntityLong Term Transmission Customers . Unless the Lead Long Term Transmission Customer has so failed to notify the TSP within the twenty (28) days period, the TSP shall make no admission that may be prejudicial to the defence of any such proceedings or claim. (d) The TSP shall, at the Long Term Transmission Customers request, affordall available assistance to the Long Term Transmission Customers inattending to such proceedings or claim, and shall be reimbursed by the Long Term Transmission Customers for all reasonable expenses incurredin so doing.

Appears in 1 contract

Sources: Transmission Service Agreement

Patent Indemnity. 29.1 a) The Supplier supplier/ selected bidder shall, subject to the Procuring Entity's Purchaser’s compliance with GCC Sub-Clause 29.2sub- clause (b) below, indemnify and hold harmless the Procuring Entity Purchaser and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Procuring Entity Purchaser may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of:: - a) i. the installation of the Goods by the Supplier supplier/ selected bidder or the use of the Goods in the country where the Site is located; and b) the ii. The sale in any country of the products produced by the Goods. Rate contract for Printing and Delivery of PVC Cards and other documents (After Pre-Bid) Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Suppliersupplier/ selected bidder, pursuant to the Contract. 29.2 b) If any proceedings are brought or any claim is made against the Procuring Entity Purchaser arising out of the matters referred to in GCC Sub-Clause 29.1above, the Procuring Entity Purchaser shall promptly give the Supplier supplier/ selected bidder a notice thereof, and the Supplier supplier/ selected bidder may at its own expense and in the Procuring Entity's Purchaser’s name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 c) If the Supplier supplier/ selected bidder fails to notify the Procuring Entity Purchaser within twenty-eight thirty (2830) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity Purchaser shall be free to conduct the same on its own behalf. 29.4 d) The Procuring Entity Purchaser shall, at the Supplier's supplier’s/ selected ▇▇▇▇▇▇’s request, afford all available assistance to the Supplier supplier/ selected bidder in conducting such proceedings or claim, and shall be reimbursed by the Supplier supplier/ selected bidder for all reasonable expenses incurred in so doing. 29.5 e) The Procuring Entity Purchaser shall indemnify and hold harmless the Supplier supplier/ selected bidder and its employees, officers, and Subcontractors (if any) from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's ’s fees and expenses, which the Supplier supplier/ selected bidder may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring EntityPurchaser.

Appears in 1 contract

Sources: Rate Contract

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or infringementor alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date thedate of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the The sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, ,neither any infringement resulting from the use of the Goods or any part thereof, ,or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Agreement

Patent Indemnity. 29.1 The Supplier shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the The installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the The sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising out of or in connection with any design, data, drawing, specification, or other documents or materials provided or designed by or on behalf of the Procuring Entity.

Appears in 1 contract

Sources: Framework Contract for Supply of Goods

Patent Indemnity. 29.1 The Supplier shallSubject to Section 16 and the conditions and limitations set forth herein, subject SMT shall defend Buyer in any suit or proceeding brought against Buyer by a third party insofar as such suit or proceeding is based on a claim that any Ordered Goods manufactured by SMT and supplied to the Procuring Entity's compliance with GCC Sub-Clause 29.2, indemnify and hold harmless the Procuring Entity and its employees and officers from and against Buyer by SMT under these Terms directly infringe any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costsduly issued United States patent of such third party, and expenses SMT shall pay all damages and costs finally awarded against Buyer by a court of any nature, including attorney's fees and expenses, which the Procuring Entity may suffer competent jurisdiction in such suit or proceeding as a result of any such claim and to the extent directly and solely attributable to such infringement; provided that the foregoing obligations shall apply only if Buyer promptly informs SMT in writing of such suit or proceeding, Buyer promptly furnishes to SMT a copy of each communication, notice or other action relating to the alleged infringement, and Buyer gives SMT full control, authority, information, and assistance to defend and settle such suit or proceeding. SMT shall have no obligation or liability hereunder if the infringement or alleged infringement of any patentis based on, utility modelis caused by, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract by reason of: a) the installation of the Goods by the Supplier or the use of the Goods in the country where the Site is located; and b) the sale in any country of the products produced by the Goods. Such indemnity shall not cover any use of the Goods or any part thereof other than for the purpose indicated by or to be reasonably inferred from the Contract, neither any infringement resulting from the use of the Goods or any part thereof, or any products produced thereby in association or combination with any other equipment, plant, or materials not supplied by the Supplier, pursuant to the Contract. 29.2 If any proceedings are brought or any claim is made against the Procuring Entity arising out of the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the Supplier a notice thereof, and the Supplier may at its own expense and in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the settlement of any such proceedings or claim. 29.3 If the Supplier fails to notify the Procuring Entity within twenty-eight (28) days after receipt of such notice that it intends to conduct any such proceedings or claim, then the Procuring Entity shall be free to conduct the same on its own behalf. 29.4 The Procuring Entity shall, at the Supplier's request, afford all available assistance to the Supplier in conducting such proceedings or claim, and shall be reimbursed by the Supplier for all reasonable expenses incurred in so doing. 29.5 The Procuring Entity shall indemnify and hold harmless the Supplier and its employees, officers, and Subcontractors from and against any and all suits, actions or administrative proceedings, claims, demands, losses, damages, costs, and expenses of any nature, including attorney's fees and expenses, which the Supplier may suffer as a result of any infringement or alleged infringement of any patent, utility model, registered design, trademark, copyright, or other intellectual property right registered or otherwise existing at the date of the Contract arising arises out of or in connection with any design(a) compliance with or implementation of (i) Buyer’s specifications, data, drawing, specificationdesigns, or other documents instructions, or materials provided or designed (ii) any standard set by or on behalf a standard setting body and/or agreed between at least two entities, (b) combination of the Procuring EntityOrdered Goods with any hardware, software or other products or technologies not supplied by SMT, (c) any addition to or modification of the Ordered Goods after delivery by SMT, (d) use of the Ordered Goods, or any part thereof, in the practice of a process, (e) unauthorized use or distribution of the Ordered Good or use beyond the specifications of the Ordered Good, (f) any third party’s intellectual property rights (i) covering a standard set by a standard setting body and/or agreed between at least two entities; (ii) covering the manufacture, testing or application of any assembly, circuit, combination, method, or process in which the Ordered Goods may be used; or (iii) with respect to which SMT or any of its Related Parties has informed Buyer or has published (in a datasheet or other specifications concerning the Ordered Good or elsewhere) a statement that a separate license has to be obtained and/or that no license is granted or implied, (g) any software embedded in, or intended for use in conjunction with, the Ordered Goods. SMT’s obligations hereunder shall further not apply with respect to any use, sale, offer for sale, importation or other disposition or promotion of the Ordered Goods by Buyer, occurring after Buyer has received (x) notice of said suit or proceeding or other communication alleging infringement or (y) notice contemplating, in SMT’s opinion, the likelihood that such activity may be the subject of an alleged infringement, unless SMT has given prior written permission for such continuing use. Buyer shall defend, indemnify and hold SMT harmless from and against any claims, liability, losses, damages and costs arising out of or in relation to claims of infringements described in the two preceding sentences and shall reimburse all costs incurred by SMT in defending any claim, demand, suit, action or proceeding in connection with such alleged infringement. If any Ordered Goods are held, or in SMT’s opinion are likely to be held, to infringe any United States Patent, SMT shall have the right, without obligation at its sole option, to (i) procure for Buyer the right to continue to use and/or sell such Ordered Goods, (ii) replace or modify such Ordered Goods in such a way as to make the modified goods non-infringing, or (iii) accept return of such Ordered Goods in exchange for a refund of the amounts actually paid by Buyer for such Ordered Goods. If the infringement is alleged prior to completion of delivery of the Ordered Goods under these Terms, SMT may decline to make further shipments without being in breach of these Terms and cancel any related purchase orders, or SMT may agree to make such shipments if Buyer agrees in writing to defend, indemnify and hold SMT harmless against any claims, liability, losses, damages and costs in connection with the infringement relating to such shipments. THE FOREGOING STATES THE SOLE AND EXCLUSIVE LIABILITY OF SMT, AND THE SOLE AND EXCLUSIVE REMEDY OF BUYER, IN CONNECTION WITH ANY CLAIM OR OTHER ALLEGATION OF, OR ANY ACTUAL OR ALLEGED, PATENT OR OTHER INTELLECTUAL PROPERTY INFRINGEMENT RELATING TO THE ORDERED GOODS. THE FOREGOING SHALL BE IN LIEU OF, AND COMPLETELY REPLACE, AND BUYER SHALL NOT HAVE, ANY RIGHTS AND REMEDIES OTHERWISE AVAILABLE TO BUYER UNDER APPLICABLE LAW, including, without limitation, any RIGHTS or remedies pursuant to Articles 35-52, and 71-77 of the CISG. LIMITATION OF LIABILITY: SMT’S AND ITS RELATED PARTIES’ AGGREGATE AND CUMULATIVE LIABILITY IN CONNECTION WITH THE ORDERED GOODS OR PURSUANT TO THESE TERMS, WHETHER IN CONTRACT, TORT, WARRANTY, PURSUANT TO INDEMNIFICATION, OR OTHERWISE, AND REGARDLESS OF WHETHER SMT OR A RELATED PARTY HAS BEEN ADVISED OR AWARE OF THE POSSIBILITY OF SUCH LIABILITY, SHALL IN NO EVENT EXCEED THE LESSER OF: (A) THE TOTAL OF THE AMOUNTS ACTUALLY PAID BY BUYER TO SMT HEREUNDER FOR THE APPLICABLE ORDERED GOODS DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT, OR SERIES OF EVENTS, AS THE CASE MAY BE, GIVING RISE TO SMT’S LIABILITY, AND (B) AN AMOUNT OF US$500,000, BUT IN CASE OF LIABILITY FOR DELAY OR NON-DELIVERY OF ORDERED GOODS, ALSO NEVER MORE THAN THE PURCHASE PRICE OF THE DELAYED OR NON DELIVERED ORDERED GOODS CONCERNED. IN NO EVENT SHALL SMT OR ANY OF ITS RELATED PARTIES BE LIABLE TO ANYONE FOR SPECIAL, COLLATERAL, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS, LOST REVENUES OR LOST DATA, IN CONNECTION WITH THE ORDERED GOODS OR PURSUANT TO THESE TERMS, WHETHER IN CONTRACT, TORT, WARRANTY, PURSUANT TO INDEMNIFICATION, OR OTHERWISE, AND REGARDLESS OF WHETHER SMT HAS BEEN ADVISED OR AWARE OF THE POSSIBILITY OF SUCH LIABILITY. IN NO EVENT SHALL SMT OR ANY OF ITS RELATED PARTIES BE LIABLE FOR ANY DAMAGE, COSTS OR EXPENSES ASSOCIATED WITH THE ACTUAL REPLACEMENT OR REPAIR OF PRODUCTS, INCLUDING LABOR, INSTALLATION OR OTHER COSTS INCURRED BY BUYER AND, IN PARTICULAR, ANY COSTS RELATED TO THE REMOVAL OR REPLACEMENT OF ANY ORDERED GOODS SOLDERED OR OTHERWISE PERMANENTLY AFFIXED TO ANY PRINTED CIRCUIT BOARD, EXCESS PROCUREMENT COSTS, COSTS OF COVER, OR REWORK CHARGES. THIS SECTION 16 SHALL BE IN LIEU OF, AND COMPLETELY REPLACE, AND BUYER SHALL NOT HAVE, ANY RIGHTS AND REMEDIES OTHERWISE AVAILABLE TO BUYER UNDER APPLICABLE LAW, including, without limitation, any RIGHTS or remedies pursuant to Articles 35-52, and 71-77 of the CISG. ANY CLAIM BY BUYER RELATING TO THE ORDERED GOODS OR ARISING IN CONNECTION WITH THESE TERMS MUST BE BROUGHT BY BUYER WITHIN NINETY (90) DAYS OF THE DATE OF THE EVENT GIVING RISE TO ANY SUCH CLAIM, AND ANY LAWSUIT RELATIVE TO ANY SUCH CLAIM MUST BE FILED WITHIN ONE (1) YEAR OF THE DATE OF THE DATE SUCH CLAIM WAS BROUGHT IN ACCORDANCE WITH THE FOREGOING. ANY CLAIMS THAT HAVE BEEN BROUGHT OR FILED IN CONFLICT WITH THE PRECEDING SENTENCE ARE NULL AND VOID AND SHALL BE DEEMED WAIVED BY BUYER. The limitations and exclusions set forth above in this Section shall not apply to the extent they are prohibited by applicable mandatory law despite an agreement by the parties to the contrary.

Appears in 1 contract

Sources: General Terms and Conditions of Sale