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Agreement, and (c) by reason of the exercise of any such rights or interests of Customer
<br /> pursuant to this Agreement, the Customer shall gain no additional right, title or interest
<br /> therein.
<br /> 5.3. RESTRICTED USE. The Customer hereby covenants and agrees that it shall not (a)
<br /> make any modifications to the Redflex System, including but not limited to any
<br /> Equipment, (b) alter, remove or tamper with any Redflex Marks, (c) use any of the
<br /> Redflex Marks in any way which might prejudice their distinctiveness, validity or the
<br /> goodwill of Redflex therein, (d) use any trademarks or other marks other than the
<br /> Redflex Marks in connection with the Customer's use of the Redflex System pursuant to
<br /> the terms of this Agreement without first obtaining the prior consent of Redflex, or (e)
<br /> disassemble, de- compile or otherwise perform any type of reverse engineering to the
<br /> Redflex System, the Redflex System, including but not limited to any Equipment, or to
<br /> any, Intellectual Property or Proprietary Property of Redflex, or cause any other Person
<br /> to do any of the foregoing.
<br /> 5.4. PROTECTION OF RIGHTS. Redflex shall have the right to take whatever action it
<br /> deems necessary or desirable to remedy or prevent the infringement of any Intellectual
<br /> Property of Redflex, including without limitation the filing of applications to register as
<br /> trademarks in any jurisdiction any of the Redflex Marks, the filing of patent application
<br /> for any of the Intellectual Property of Redflex, and making any other applications or
<br /> filings with appropriate Governmental Authorities. The Customer shall not take any
<br /> action to remedy or prevent such infringing activities, and shall not in its own name
<br /> make any 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 /> 5.5. INFRINGEMENT. The Customer shall use its reasonable best efforts to give Redflex
<br /> prompt notice of any activities or threatened activities of any Person of which it becomes
<br /> aware that infringes or violates the Redflex Marks or any of Redflex's Intellectual
<br /> Property or that constitute a misappropriation of trade secrets or act of unfair
<br /> competition that might dilute, damage or destroy any of the Redflex Marks or any other
<br /> Intellectual Property of Redflex. Redflex shall have the exclusive right, but not the
<br /> obligation, to take action to enforce such rights and to make settlements with respect
<br /> thereto. In the event that Redflex commences any enforcement action under this Section
<br /> 4.5, then the Customer shall render to Redflex such reasonable cooperation and
<br /> assistance as is reasonably requested by Redflex, and Redflex shall be entitled to any
<br /> damages or other monetary amount that might be awarded after deduction of actual
<br /> costs; provided, that Redflex shall reimburse the Customer for any reasonable costs
<br /> incurred in providing such cooperation and assistance.
<br /> 5.6. INFRINGING USE. The Customer shall give Redflex prompt written notice of any
<br /> action or claim action or claim, whether threatened or pending, against the Customer
<br /> alleging that the Redflex Marks, or any other Intellectual Property of Redflex, infringes
<br /> or violates any patent, trademark, copyright, trade secret or other Intellectual Property of
<br /> any other Person, and the Customer shall render to Redflex such reasonable cooperation
<br /> and assistance as is reasonably requested by Redflex in the defense thereof; provided,
<br /> that Redflex shall reimburse the Customer for any reasonable costs incurred in providing
<br /> such cooperation and assistance. If such a claim is made and Redflex determines, in the
<br /> exercise of its sole discretion, that an infringement may exist, Redflex shall have the
<br /> right, but 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 replace
<br /> them with non - infringing items.
<br /> 5.7. UNAUTHORIZED REFERENCES TO REDFLEX. Customer shall not utilize, make
<br /> use of and /or make any reference to Redflex, its name or likeness, its affiliated, parent or
<br /> subsidiary companies or corporations, its logos, insignias, trademarks, trade names,
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