Table of Contents
repair will be invoiced and the return of the item will be made using the most economical shipment means available. ADTRAN will use other means of express shipment at the request of the Buyer. In this case, the cost of shipping shall be paid by the Buyer.
ALTERATION TO EQUIPMENT PURCHASED: Modification or alteration to purchased equipment by Buyer, other than that specifically authorized by this Agreement or by ADTRAN, shall VOID AND NULLIFY, in its entirety, all warranty conditions as set forth in Warranty paragraph.
ENGINEERING CHANGES: ADTRAN reserves the right to make progress and design changes in standard product items ordered without prior approval or notification to Buyer and without incurring any obligations or liability to make the same changes in items previously manufactured.
DATA RIGHTS: Rights to any intellectual property residing in the products or any data furnished hereunder are not granted except by specific written permission by an authorized representative of ADTRAN. Buyer shall have no right to copy or reproduce in whole or part any data furnished hereunder without the prior written consent of
ADTRAN.
PATENT AND COPYRIGHT INDEMNITY: ADTRAN warrants that the equipment and documentation furnished under this Agreement shall be free and clear of infringement of any patent or copyright covering the structure or composition of such articles or documentation. In the event of a claim, suit or action against Buyer alleging such infringement, ADTRAN shall save Buyer and its affiliates, agents or customers harmless from liability as finally determined by a court of competent jurisdiction, for such infringement, provided that Buyer gives ADTRAN notice promptly of such claim, suit or action, and shall have given ADTRAN full and exclusive control of the defense thereof, and that ADTRAN shall have sole right to settle or compromise such claim, suit or action.
In the event of a claim, suit or action against ADTRAN alleging infringement by the use of any such equipment or documentation, furnished under this Agreement, in combination with other articles or in carrying out any process covered by a patent owned or controlled by any other person, in which independent use of the equipment under this Agreement would not be an infringement. Buyer shall save ADTRAN harmless from Iiability, as finally determined by a court of competent jurisdiction, for such infringement, provided that ADTRAN shall have given Buyer full and exclusive control of the defense thereof, and that Buyer shall have the sole right to settle claim, suit or action.
Except as here in provided in this indemnity paragraph, neither Buyer nor ADTRAN makes any warranty to the other with respect to any claim, suit or action of any third party by way of infringement and neither party shall be responsible to the other for any loss, cost or damages consequential or otherwise, that may be suffered by the other as a result of any such claim, suit or action.
