Frontier Airlines 2011 Annual Report Download - page 168

13.1.3 In the event that the Buyer, due to circumstances contemplated in Clause 13.1.1, is prevented from using the Aircraft (whether by a
valid judgment of a court of competent jurisdiction or by a settlement arrived at between claimant, Seller and Buyer), the Seller will
at its discretion and expense either:
(i) procure for the Buyer the right to use the Aircraft to the Buyer; or
(ii) replace the infringing part of the Aircraft as soon as possible with a non-infringing substitute complying in all other respects
with the requirements of this Agreement.
13.2 Administration of Patent and Copyright Indemnity Claims
13.2.1 If the Buyer receives a written claim or a suit is threatened or commenced against the Buyer for infringement of a patent or
copyright referred to in Clause 13.1, the Buyer will:
(i) forthwith notify the Seller giving particulars thereof;
(ii) furnish to the Seller all data, papers and records within the Buyer’s control or possession relating to such patent or claim;
(iii) refrain from admitting any liability or making any payment or assuming any expenses, damages, costs or royalties or otherwise
acting in a manner prejudicial to the defense or denial of such suit or claim provided always that nothing in this sub-Clause (iii)
will prevent the Buyer from paying such sums as may be required in order to obtain the release of the Aircraft, provided such
payment is accompanied by a denial of liability and is made without prejudice;
(iv) fully co-operate with, and render all such assistance to, the Seller as may be pertinent to the defense or denial of the suit or
claim;
(v) act in such a way as to mitigate damages, costs and expenses and / or reduce the amount of royalties which may be payable.
13.2.2 The Seller will be entitled either in its own name or on behalf of the Buyer to conduct negotiations with the party or parties alleging
infringement and may assume and conduct the defense or settlement of any suit or claim in the manner which, in the Seller’s
opinion, it deems proper.
13.2.3 The Seller’s liability hereunder will be conditional upon the strict and timely compliance by the Buyer with the terms of this Clause
and is in lieu of any other liability to the Buyer express or implied which the Seller might incur at law as a result of any infringement
or claim of infringement of any patent or copyright.
THE INDEMNITY PROVIDED IN THIS CLAUSE 13 AND THE OBLIGATIONS AND LIABILITIES OF THE SELLER
UNDER THIS CLAUSE 13 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES,
RELEASES AND
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