(a) The Licensor will defend and indemnify the Licensee for all costs (including reasonable attorneys fees) arising from a claim that the Software furnished and used within the scope of this Agreement infringes a U.S. copyright or U.S. patent provided that:
(i) the Licensee notifies the Licensor in writing within 30 days of the claim;
(ii) the Licensor has sole control of the defense and all related settlement negotiations, and
(iii) the Licensee provides the Licensor with the assistance, information, and authority necessary to perform the above.
(b) The Licensor will have no liability for any claim of infringement based on
(i) code contained within the Software which was not created by the Licensor;
(ii) use of a superseded or altered release of the Software, except for such alterations or modifications which have been made by the Licensor or under the Licensor's direction, if such infringement would have been avoided by the use of a current, unaltered release of the Software that the Licensor provides to the Licensee, or
(iii) the combination, operation, or use of any Software furnished under this Agreement with programs or data not furnished by the Licensor if such infringement would have been avoided by the use of the Software without such programs or data.
(c) In the event the Software is held or believed by the Licensor to infringe, or the Licensee's use of the Software is enjoined, the Licensor will have the option, at its expense, to
(i) modify the Software to cause it to become non-infringing;
(ii) obtain for the Licensee a license to continue using the Software;
(iii) substitute the Software with other Software reasonably suitable to the Licensee, or
(iv) if none of the foregoing remedies are commercially feasible, terminate the license for the infringing Software and refund any license fees paid for the Software, prorated over a three-year term from the effective date of the Agreement. This Section states the Licensor's entire liability for infringement.
7. LIMITED WARRANTY
THE SOFTWARE IS PROVIDED TO LICENSEE "AS IS" AND WITHOUT WARRANTIES. THE LICENSOR MAKES NO WARRANTY AS TO ITS USE OR PERFORMANCE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSOR, AND ITS SUPPLIERS AND RESELLERS, DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. THIS LIMITED WARRANTY GIVES THE LICENSEE SPECIFIC LEGAL RIGHTS. THE LICENSEE MAY HAVE OTHERS, WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION.