Supplier shall indemnify, defend and hold Southwest harmless from any suit or proceeding brought against Southwest based on any claim that any Services, systems, article or apparatus, or any part thereof constituting Services furnished under this Agreement, as well as any device or process necessarily resulting from the use thereof, constitutes a violation of any law, rule, or regulation or an infringement of any patent, copyright or other Intellectual Property right in the United States of America or other jurisdiction Southwest operates commercial service as of the Effective Date and in the future. If notified promptly in writing and given authority, information and assistance, at Supplier’s expense, for the defense of same, Supplier shall pay all damages, costs and expenses incurred or awarded therein, including, but not limited to, reasonable attorneys’ fees. If use of any systems, article, apparatus, part, device, process, Service is enjoined, Supplier shall, at its own expense and in the following order, subject to commercial practicality, either: (a) procure for Southwest the right to continue using such Service, system, article or apparatus, part, device or process; (b) replace the same with a non-infringing equivalent (such modifications or replacement shall be functionally equivalent to the original and meet all applicable specifications) and make any modifications to any other Services necessitated by such replacement or modification. Supplier’s obligations under this Section 11.02 will not apply to the extent that the claim or adverse final judgment is finally determined by a court of competent jurisdiction to be caused by (i) use of the Service in breach of this Agreement, if such infringement or misappropriation would not have occurred but for such breach, (ii) use of the Service in combination with other products not supplied or recommended by Supplier or specified by Supplier as being compatible with the Service, if such infringement or misappropriation would not have occurred but for such combined use; (iii) Southwest materially altering the Service (other than at Supplier’s direction), if such infringement or misappropriation would not have occurred but for such alteration; or (iv) Southwest’s use of a Service for a purpose not contemplated by this Agreement, if such infringement or misappropriation would not have occurred but for such use.