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registrations or filings with respect to any of the Redflex Marks or the
<br /> Intellectual Property of Redflex without the prior written consent of Redflex.
<br /> 4.5. INFRINGEMENT. The Customer shall use its reasonable best efforts to give
<br /> Redflex prompt notice of any activities or threatened activities of any Person of
<br /> which it becomes aware that infringes or violates the Redflex Marks or any of
<br /> Redflex's Intellectual Property or that constitute a misappropriation of trade
<br /> secrets or act of unfair competition that might dilute, damage or destroy any of
<br /> the Redflex Marks or any other Intellectual Property of Redflex. Redflex shall
<br /> have the exclusive right, but not the obligation, to take action to enforce such
<br /> rights and to make settlements with respect thereto. In the event that Redflex
<br /> commences any enforcement action under this Section 4.5, then the Customer
<br /> shall render to Redflex such reasonable cooperation and assistance as is
<br /> reasonably requested by Redflex, and Redflex shall be entitled to any damages or
<br /> other monetary amount that might be awarded after deduction of actual costs;
<br /> provided, that Redflex shall reimburse the Customer for any reasonable costs
<br /> incurred in providing such cooperation and assistance.
<br /> 4.6. INFRINGING USE. The Customer shall give Redflex prompt written notice of
<br /> any action or claim action or claim, whether threatened or pending, against the
<br /> Customer alleging that the Redflex Marks, or any other Intellectual Property of
<br /> Redflex, infringes or violates any patent, trademark, copyright, trade secret or
<br /> other Intellectual Property of any other Person, and the Customer shall render to
<br /> Redflex such reasonable cooperation and assistance as is reasonably requested by
<br /> Redflex in the defense thereof; provided, that Redflex shall reimburse the
<br /> Customer for any reasonable costs incurred in providing such cooperation and
<br /> assistance. If such a claim is made and Redflex determines, in the exercise of its
<br /> sole discretion, that an infringement may exist, Redflex shall have the right, but
<br /> not the obligation, to procure for the Customer the right to keep using the
<br /> allegedly infringing items, modify them to avoid the alleged infringement or
<br /> replace them with non - infringing items.
<br /> 4.7. UNAUTHORIZED REFERENCES TO REDFLEX. Customer shall not utilize,
<br /> make use of and/or make any reference to Redflex, its name or likeness, its
<br /> affiliated, parent or subsidiary companies or corporations, its logos, insignias,
<br /> trademarks, trade names, brand, websites, property, assets, products or services,
<br /> including, but not limited to, the "SMARTcamTM System ", "SalusTM System ",
<br /> "REDFLEXredTM System ", "REDFLEXspeedTM System ", "REDFLEXraiITM
<br /> System ", "REDFLEXstopTM System ", "REDFLEXslimlineTM System ",
<br /> "SMARTopsTM System ", "SMARTsceneTM System "; "PLATESCANTM System"
<br /> and /or and any and all combinations, variants and derivatives thereof, in, on or
<br /> about, Customer marketing, publicity, media, public relations, advertising,
<br /> education or training materials, information, data, papers and/or documents, for
<br /> any reason or purpose, whatsoever, without the prior written approval of Redflex
<br /> which may be withheld, denied, delayed, rejected and/or refused, by Redflex in
<br /> its sole, absolute and unilateral discretion.
<br /> 5. REPRESENTATIONS AND WARRANTIES.
<br /> 5.1. Redflex Representations and Warranties.
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