promptly notifies BearingPoint of any third party claim subject to defense hereunder, (ii) gives BearingPoint the right to control and direct the preparation, defense and settlement of any such claim, (iii) gives full cooperation to BearingPoint for the defense of same, and (iv) complies with BearingPoint’s direction to cease any use of the Deliverables which, in BearingPoint’s sole judgment, is likely to be ruled an infringement of a third party’s IP rights.