9.1 Unless otherwise determined in the Agreement, all IP Rights to all the Services provided in the context of the Agreement , including the results of de Services, as well as to all other materials or information made available by Lab Digital will be vested exclusively in Lab Digital and/or its licensors. Nothing in these Terms and Conditions and/or the Agreement implies a transfer of IP Rights.
9.2 Unless otherwise agreed, the Client only acquires the non-exclusive and non-transferable right of use of the IP rights necessary to use the Services for the purposes set out in the Agreement and under the conditions set out in the Agreement.
9.3 The Client is not permitted to remove or alter any identifiers concerning IP Rights from the results of Services.
9.4 Lab Digital explicitly does not relinquish its personality rights referred to in section 25 of the Dutch Copyright Act (Auteurswet).
9.5 Lab Digital is permitted to use the Services and the materials used for the implementation of the Agreement, such as designs, drawings, films, software, files whether electronic or otherwise, reports, formats and interviews, for purposes of its own promotion and/or publicity, unless otherwise stipulated in the Agreement.
9.6 Lab Digital reserves the right to introduce technical protective measures into the Services. The Client is not permitted to circumvent these technical protective measures or to offer means to do so.
9.7 Lab Digital indemnifies the Client against legal action by third parties based on the allegation that the Services or parts thereof developed by Lab Digital infringe any IP Right currently in force in the Netherlands on the condition that the Client informs Lab Digital immediately in writing of the existence and the substance of the legal action and leaves the handling of the case, including effecting a settlement, entirely to Lab Digital. The Client will give Lab Digital any powers of attorney, information and cooperation necessary to defend itself against such legal action, if necessary in the name of the Client.
9.8 The above in Article 9.7 mentioned obligation to indemnify will not apply if the claimed infringement is connected with:
- (i) materials made available to Lab Digital by the Client; and/or
- (ii) changes the Client has made, or has had third parties make, to the Service.
9.9 If it has been irrevocably established in court that the Services developed by Lab Digital itself infringe IP rights of third parties or if in the opinion of Lab Digital there is a reasonable chance that such infringement may occur, Lab Digital has the right, at its own discretion and at its own expense, (i) to obtain the right for the Client to continue to use the Services as agreed, (ii) to replace or change the Services in such a way that they no longer infringe, provided that their functionality remains substantially unchanged, or (iii), if the above options under (i) and (ii) are reasonably unenforceable, to terminate the Agreement and compensate the Client for the infringing Services, provided that the amount to be refunded does not exceed the total fee paid by the Client for the infringing Services less a reasonable user fee. Any other or further liability or indemnification duty of Lab Digital as a result of an infringement of the intellectual property rights of a third party is completely excluded.