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ii. CLIENT'S ACTUAL OR ALLEGED CONCURRENT NEGLIGENCE, <br /> WHETHER VENDOR IS IMMUNE FROM LIABILITY OR NOT; AND <br /> iii. CLIENT'S AND VENDOR'S ACTUAL OR ALLEGED STRICT PRODUCTS <br /> LIABILITY OR STRICT STATUTORY LIABILITY, WHETHER VENDOR IS <br /> IMMUNE FROM LIABILITY OR NOT. <br /> b. VENDOR SHALL DEFEND, INDEMNIFY, AND HOLD CLIENT HARMLESS <br /> DURING THE TERM OF THIS AGREEMENT AND FOR ONE YEAR AFTER THE <br /> AGREEMENT TERMINATES. <br /> 13. INDEMNIFICATION - PATENT, COPYRIGHT, TRADEMARK, AND TRADE <br /> SECRET INFRINGEMENT. <br /> a. VENDOR AGREES TO AND SHALL DEFEND, INDEMNIFY, AND HOLD <br /> HARMLESS CLIENT, THEIR AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, <br /> SHAREHOLDERS, AND LEGAL REPRESENTATIVES (COLLECTIVELY "CLIENT") <br /> FROM ALL CLAIMS OR CAUSES OF ACTION BROUGHT AGAINST CLIENT <br /> ALLEGING THAT CLIENT'S USE OF ANY EQUIPMENT, SOFTWARE, PROCESS, <br /> DOCUMENTS, OR WORKS VENDOR FURNISHES DURING THE TERM OF THIS <br /> AGREEMENT INFRINGES ON A PATENT, COPYRIGHT, OR TRADEMARK, OR <br /> MISAPPROPRIATES A TRADE SECRET. VENDOR SHALL PAY ALL COSTS <br /> (INCLUDING, WITHOUT LIMITATION, ATTORNEYS' FEES, COURT COSTS, AND <br /> ALL OTHER DEFENSE COSTS, AND INTEREST) AND DAMAGES AWARDED. <br /> b. VENDOR SHALL NOT SETTLE ANY CLAIM ON TERMS WHICH PREVENT <br /> CLIENT FROM USING THE EQUIPMENT, SOFTWARE, PROCESS, DOCUMENTS, <br /> AND WORKS WITHOUT CLIENT'S PRIOR WRITTEN CONSENT. <br /> c. WITHIN 90 DAYS AFTER BEING NOTIFIED OF THE CLAIM, VENDOR SHALL, AT <br /> ITS OWN EXPENSE, EITHER (1) OBTAIN FOR CLIENT THE RIGHT TO CONTINUE <br /> USING THE EQUIPMENT, SOFTWARE, PROCESS, DOCUMENTS, AND WORKS <br /> OR, (2) IF CLIENT AND VENDOR AGREE, REPLACE OR MODIFY THEM WITH <br /> COMPATIBLE AND FUNCTIONALLY EQUIVALENT PRODUCTS. IF NONE OF <br /> THESE ALTERNATIVES IS REASONABLY AVAILABLE, CLIENT MAY RETURN <br /> THE EQUIPMENT, SOFTWARE, DOCUMENTS, OR WORKS, OR DISCONTINUE <br /> THE PROCESS, AND VENDOR SHALL REFUND THE PURCHASE PRICE. <br /> 14. VENDOR'S INDEMNIFICATION. VENDOR SHALL REQUIRE ALL OF ITS VENDORS <br /> (AND THEIR VENDORS) TO RELEASE AND INDEMNIFY THE CLIENT TO THE SAME <br /> EXTENT AND IN SUBSTANTIALLY THE SAME FORM AS ITS RELEASE AND <br /> INDEMNITY TO CLIENT. <br /> LAIIIES1'RO <br /> Master Service Agreement Page 10 <br />