Intellectual Property Rights
Seller asserts all its trademarks, trade names, trade dress, patents, designs, utility models, industrial designs, drawings, copyrights, sounds, internal manufacturing procedures, product specifications, and all other intellectual property (collectively “Intellectual Property”) it owns at the time the Buyer purchases the goods. Unless otherwise agreed in writing by Seller, all right, title, and interest in and to inventions, developments, improvements, or modifications of any good made by Seller as a result of Buyer’s purchase shall remain exclusively with Seller. Buyer’s purchase of the goods does not grant to it a license or other rights in Seller’s Intellectual Property rights. In the event a third-party claims any goods sold to the Buyer infringes any intellectual property rights, Buyer shall (a) promptly notify Seller, in writing, of the claim; and (b) upon request, grant Seller the sole authority to investigate and control the defense of the claim. Whether Seller defends such a claim brought against the Buyer is within Seller’s sole discretion. Seller has no obligation to defend any such claim. Unless otherwise agreed in writing, the terms of this provision set forth the entire obligation and liability of Seller to Buyer for claims of infringement by any goods sold or supplied to Buyer by Seller.