Seller agrees to indemnify, and hold harmless Buyer, its successors, assigns, and its customers from and against any and all claims, demands, expenses, liabilities or other losses, judgments, awards, fines, and settlements incurred by reason of such claims, charges or lawsuits (including attorneys' fees and costs) arising from or by reason of Goods covered by this Order, Seller's and/or its employees/agents/representatives acts, omissions or negligence, or any actual or claimed infringement of patents, trademarks, or copyrights, and to defend any suits based thereon, with respect to the Order and/or the Goods furnished by Seller. Without limitation, such obligation to indemnify shall exist with respect to claims and demands relating to: (a) any Goods; (b) any part of such Goods; or (c) any combination of such Goods, other hardware, and/or other software wherein such infringement would not occur but for such Goods being a part of such combination, infringes on any patent, trademark, copyright, trade secret or other intellectual property right, foreign or domestic. If, as the result of an action as set forth above, the sale or use of any Goods , or part thereof, is restricted by court order, Seller shall, at its expense: (a) procure for Buyer the right to continue selling and/or using the Goods, (b) replace or modify the Goods with functionally-equivalent, non-infringing Goods (subject to Buyer's written approval and satisfaction), (c) return the purchase price of each unit of Goods that Buyer is unable to ship due to the injunction, or (d) return the purchase price of the Goods that is related to the injunction. The indemnity set forth in this paragraph shall apply notwithstanding that the Goods sold hereunder may have been produced by Seller in compliance with specifications furnished by Buyer. Such obligation to indemnify shall also exist with respect to claims and demands, including, without limitation, injuries to persons or property and economic losses by reason of, arising out of, or in any way related to, in whole or in part, this Order and/or the Goods. Buyer does not have any obligation to hold Seller harmless from any claim against Seller, its directors, officers, employees or agents, arising out of compliance with Buyer's specifications, except where the claimed infringement arises by reason of the equipment or materials furnished hereunder upon designs or drawings created by Buyer. Subject to applicable laws, any attempt by Seller to perform the following is expressly rejected and is ineffective: (a) disclaim any theory or grounds upon which Buyer, or successive purchasers of the Goods covered hereby (collectively "Purchasers"), might recover against Seller; (b) limit its liability by means of a "Force Majeure" or similar term; (c) disclaim any kind or class of damages; (d) establish time limitation periods within which the Purchasers are obligated to assert claims against Seller. Buyer and any successive purchasers of the Goods covered hereby retain and shall be entitled to assert all rights and claims available to them at law or equity against Seller in respect of the transactions subject to this Order. The obligations of this Clause shall survive the cancellation, termination, expiration, or completion of this Order.