Issued: September 22, 2022
B. "Compensate" shall have the same meaning as given to it or to "Provider" in the Referring Agreement; "Client", "Party" and "Parties" shall have the same meaning as in the Referring Agreement; and
C. "Compensate IPR" shall mean any copyright work, patent, trademark, design or model, each of the preceding whether or not registered, and any trade name and domain name as well as any other right, title or interest that by law forms an intellectual property right, which is owned, possessed or controlled by Compensate and such ownership, possession or control is or ought to be known to the Client at any time prior to or during the validity of the legal relationship referred to point A above or any other instance where the Client accesses or uses any part of Compensate IPR in connection with such legal relationship;
it is agreed as follows.
ARTICLE 1: SCOPE AND VALIDITY
ARTICLE 2: ACCESS TO AND USE OF COMPENSATE IPR
2.2 The Client (including its representatives or affiliates) may not publish, broadcast or otherwise cause to be presented in public, reproduce or otherwise access or use any part of Compensate IPR without Compensate’s prior express consent.
2.6 If the Client (including its representatives and affiliates) publishes, broadcasts or otherwise causes to be presented in public, or reproduces or otherwise accesses or uses Compensate IPR without Compensate’s prior express consent, or in breach of Section 2.3 above, or in a manner not permitted by Compensate, or in a geographical area or jurisdiction where such access and use is prohibited by law, the Client shall be responsible for any and all criminal, civil or administrative liability arising therefrom. The Client shall indemnify and hold harmless Compensate against any such liability as well as any expenses arising from any legal or other proceedings resulting from the Clients’s acts or omissions.