Triton FT5000XP Prism NDC Emulation w/XFS Compliance User Manual - Manual (Page 123)

D-3
W
ArrAnty
S
tAtement
Manufacturer shall not have any liability to the Distributor under any provision
of this clause if any infringement, or claim thereof, is based upon: (i) the use
of the goods in combination with other goods or devices which are not made
by Manufacturer; (ii) the use of the goods in practicing any process; (iii) the
furnishing to the Distributor of any information, date, service, or applications
assistance; or (iv) the use of the goods with modifications made by the Distribu-
tor. The Distributor shall hold Manufacturer harmless against any expense,
judgment or loss for infringement of any patent or other intellectual property
right which results from Manufacturer’s compliance with the Distributor’s
designs, specifications or instructions. No costs or expenses shall be incurred
for the account of Manufacturer without the written consent of Manufacturer.
THE FOREGOING STATES THE ENTIRE LIABILITY OF MANU-
FACTURER WITH RESPECT TO INFRINGEMENT OF PATENTS OR
OTHER INTELLECTUAL PROPERTY RIGHT BY THE GOODS OR
ANY PART THEREOF, OR BY THEIR OPERATION.
In the event that a final injunction shall be obtained against the Distributor’s
use of the goods or any of their parts by reason of infringement of a patent or
other intellectual property right or if in Manufacturer’s opinion the goods are
likely to become the subject of a claim of infringement of a patent or other
intellectual property right, Manufacturer will, at its option and at its expense,
either procure for the Distributor the right to continue using the goods, replace
or modify the same so they become non-infringing or grant the Distributor a
credit for such goods as depreciated and accept their return. The depreciation
shall be an equal amount per year over the lifetime of the goods as established
by Manufacturer.
d
efenSe of
i
nfringement
c
lAimS
If notified promptly in writing of any action (and all prior claims relating to
such action) brought against the Distributor based on a claim that Distribu-
tor’s use of the goods infringes a patent or other intellectual property right,
and if given access by Distributor to any information distributor has regard-
ing such alleged infringement, Manufacturer agrees to defend Distributor in
such action at its expense and will pay any costs or damages finally awarded
against Distributor in any such action, provided the Manufacturer shall have
had sole control of the defense of any such action and all negotiations for its
settlement or compromise.