Common use of Intellectual Property and Indemnity Clause in Contracts

Intellectual Property and Indemnity. 8.1. Any information provided by Lapasar is subject to copyright trademark and other proprietary rights and shall not be reproduced, copied, disclosed, provided or resold in either its original form or in any form to any person (other than you). Lapasar grants you a non-exclusive, non-transferable license to print and download content on the services solely for your non-commercial use to facilitate interaction between Buyers and/or Sellers provided you maintain the copyright notice and any other notice that appears on any such copies. 8.2. Lapasar hereby agrees to defend, indemnify, and hold you harmless from any third party claims against you that a service infringes any intellectual proprietary rights of a third party ("IP Claim"), provided that you: ● you have used the services in accordance with its documentation and the Terms and Conditions of this Website; ● you have promptly notified Lapasar in writing of any such IP claim within fourteen (14) days of being aware of such a claim or potential claim; and ● you agree to fully cooperate with Lapasar in the investigation of the IP claim and allow Lapasar to control and direct, preparation, defence and settlement as it deems fit without any need for further consultation with you. 8.3. Following notice of an IP claim or any facts which may give rise to such IP claim, Lapsar may, at its sole discretion and at its option do the following but (save and except such IP claim would have been avoided by your non-combined or independent use of the services) ● procure for you the right to continue to use the services, ● replace the services, or ● modify the services to make it non-infringing. If Lapasar determines that it is not commercially reasonable to perform any of these alternatives, Lapasar shall have the option to terminate this Agreement. 8.4. Subject to the above, Lapasar shall pay any final award of damages assessed against you resulting from such IP claim, including any awarded costs and solicitors' fees, or any settlement amount agreed to by Lapasar in writing save that Lapasar will not be responsible for any settlement that Lapasar does not approve in writing prior to such settlement. 8.5. Notwithstanding anything else herein to the contrary, the foregoing states Lapasar’s entire liability and your sole and exclusive remedy for infringement of intellectual property rights or allegations thereof. 8.6. You agree to only submit Your Data and other information to a service if you have the right to reproduce, disclose, and distribute such information. You agree that Lapasar, in its sole discretion, may use your trade names, trademarks, service marks, logos, domain names and other distinctive brand features in presentations, marketing materials, customer lists, financial reports and Website listings (including links to your Website) for the purpose of advertising or publicizing your use of the service. 8.7. You agree to defend, indemnify, and hold harmless Lapasar for any third party claim brought against Lapasar alleging that Your Data and the material you submitted to the Website infringes the intellectual property laws or rights of others ("improper content claim"). In the event of third-party claim, Lapasar shall ● promptly notify you in writing of any such improper content claim; ● permit you to control and direct the investigation, preparation, defence and settlement of the claim; and ● provide reasonable assistance and cooperate with you in the defence of the same, at your expense.

Intellectual Property and Indemnity. 8.1. Any information provided by Lapasar is subject to copyright trademark and other proprietary rights and shall not be reproduced, copied, disclosed, provided or resold in either its original form or in any form to any person (other than you). Lapasar grants you a non-exclusive, non-transferable license to print and download content on the services solely for your non-commercial use to facilitate interaction between Buyers and/or Sellers provided you maintain the copyright notice and any other notice that appears on any such copies. 8.2. Lapasar hereby agrees to defend, indemnify, and hold you harmless from any third party claims against you that a service infringes any intellectual proprietary rights of a third party ("IP Claim"), provided that you: ● you have used the services in accordance with its documentation and the Terms and Conditions of this Website; ● you have promptly notified Lapasar in writing of any such IP claim within fourteen (14) days of being aware of such a claim or potential claim; and ● you agree to fully cooperate with Lapasar in the investigation of the IP claim and allow Lapasar to control and direct, preparation, defence and settlement as it deems fit without any need for further consultation with you. 8.3. Following notice of an IP claim or any facts which may give rise to such IP claim, Lapsar may, at its sole discretion and at its option do the following but (save and except such IP claim would have been avoided by your non-combined or independent use of the services) ● procure for you the right to continue to use the services, ● replace the services, or ● modify the services to make it non-infringing. If Lapasar determines that it is not commercially reasonable to perform any of these alternatives, Lapasar shall have the option to terminate this Agreement. 8.4. Subject to the above, Lapasar shall pay any final award of damages assessed against you resulting from such IP claim, including any awarded costs and solicitors' fees, or any settlement amount agreed to by Lapasar in writing save that Lapasar will not be responsible for any settlement that Lapasar does not approve in writing prior to such settlement. 8.5. Notwithstanding anything else herein to the contrary, the foregoing states Lapasar’s entire liability and your sole and exclusive remedy for infringement of intellectual property rights or allegations thereof. 8.6. You agree to only submit Your Data and other information to a service if you have the right to reproduce, disclose, and distribute such information. You agree that Lapasar, in its sole discretion, may use your trade names, trademarks, service marks, logos, domain names and other distinctive brand features in presentations, marketing materials, customer lists, financial reports and Website listings (including links to your Website) for the purpose of advertising or publicizing publicising your use of the service. 8.7. You agree to defend, indemnify, and hold harmless Lapasar for any third party claim brought against Lapasar alleging that Your Data and the material you submitted to the Website infringes the intellectual property laws or rights of others ("improper content claim"). In the event of third-party claim, Lapasar shall ● promptly notify you in writing of any such improper content claim; ● permit you to control and direct the investigation, preparation, defence and settlement of the claim; and ● provide reasonable assistance and cooperate with you in the defence of the same, at your expense.

Intellectual Property and Indemnity. 8.1. Any information provided by Lapasar is subject to copyright trademark and other proprietary rights and shall not be reproduced, copied, disclosed, provided or resold in either its original form or in any form to any person (other than you). Lapasar grants you a non-exclusive, non-transferable license to print and download content on the services solely for your non-commercial use to facilitate interaction between Buyers and/or Sellers provided you maintain the copyright notice and any other notice that appears appear on any such copies. 8.2. Lapasar hereby agrees to defend, indemnify, and hold you harmless from any third party claims against you that a service infringes any intellectual proprietary rights of a third party ("IP Claim"), provided that you: ● you have used the services in accordance with its documentation and the Terms and Conditions of this Website; ● you have promptly notified Lapasar in writing of any such IP claim within fourteen (14) days of being aware of such a claim or potential claim; and ● you agree to fully cooperate with Lapasar in the investigation of the IP claim and allow Lapasar to control and direct, preparation, defence and settlement as it deems fit without any need for further consultation with you. 8.3. Following notice of an IP claim or any facts which may give rise to such IP claim, Lapsar may, at its sole discretion and at its option do the following but (save and except such IP claim would have been avoided by your non-combined or independent use of the services) ● procure for you the right to continue to use the services, ● replace the services, or ● modify the services to make it non-infringing. If Lapasar determines determine that it is not commercially reasonable to perform any of these alternatives, Lapasar shall have the option to terminate this Agreement. 8.4. Subject to the above, Lapasar shall pay any final award of damages assessed against you resulting from such IP claim, including any awarded costs and solicitors' feesFees, or any settlement amount agreed to by Lapasar in writing save that Lapasar will not be responsible for any settlement that Lapasar does not approve in writing prior to such settlement. 8.5. Notwithstanding anything else herein to the contrary, the foregoing states Lapasar’s entire liability and your sole and exclusive remedy for infringement of intellectual property rights or allegations thereof. 8.6. You agree to only submit Your Data and other information to a service if you have the right to reproduce, disclose, and distribute such information. You agree that Lapasar, in its sole discretion, may use your trade names, trademarks, service marks, logos, domain names and other distinctive brand features in presentations, marketing materials, customer lists, financial reports and Website listings (including links to your Website) for the purpose of advertising or publicizing your use of the service. 8.7. You agree to defend, indemnify, and hold harmless Lapasar for any third party claim brought against Lapasar alleging that Your Data and the material you submitted to the Website infringes the intellectual property laws or rights of others ("improper content claim"). In the event of third-party claim, Lapasar shall ● promptly notify you in writing of any such improper content claim; ● permit you to control and direct the investigation, preparation, defence and settlement of the claim; and ● provide reasonable assistance and cooperate with you in the defence of the same, at your expense.