Intellectual Property T&Cs
- 15.1 The Customer acknowledges that any and all of the trade marks, trade names, copyrights, patents and other intellectual property rights used or embodied in or in connection with the Services belong exclusively to and shall be and remain the sole property of Vodacom and save as set out herein, nothing contained in this Agreement shall be construed so as to confer on the Customer any copyright or other intellectual property rights in respect of any particular Services provided by Vodacom to the Customer.
- 15.2 The Customer acknowledges that all rights in any copy, translation, update, upgrade, adaptation or derivation of the Services including without limitation any improvement or development thereof belong exclusively to and shall be and remain the sole property of Vodacom.
- 15.3 The Customer shall not, in any manner, remove, alter or in any manner whatsoever, tamper with any copyright and/or other proprietary notice or legend of Vodacom, its vendors or suppliers.
- 15.4 Nothing contained in this Agreement shall be construed so as to confer on the Customer any copyright or other intellectual property rights in respect of any particular Services provided by Vodacom to the Customer.
Infringement of Intellectual Property
- 16.1 Vodacom hereby indemnifies the Customer against any damages (including costs) suffered or sustained by the Customer or any third party in respect of a claim that possession or use of the Service or any part thereof ("the infringing Service") supplied by Vodacom to the Customer infringes any patent, copyright or other intellectual property rights of any third party, provided that:
16.1.1 the infringement or alleged infringement has not arisen by virtue of the Customer's failure to use the infringing Service in accordance with instructions given by Vodacom or from any modifications or adaptation to or alteration of the infringing Service by a third party without the prior written consent of Vodacom;
16.1.2 the Customer shall have notified Vodacom as soon as practicably possible of any actual, alleged or suspected infringement and shall have made no admission of liability in respect of any such claim;
16.1.3 Vodacom shall have sole control of all aspects of the defence of such a claim and sole rights to any damages or any counterclaim; and
16.1.4 the Customer shall provide Vodacom with all such documentation, information and assistance as Vodacom may reasonably require to assist it in relation to such claim provided that Vodacom shall reimburse the Customer its reasonable costs in providing same.
- 16.2 If any such claim for which Vodacom is liable to indemnify the Customer under clause 16.1 above is upheld by law or in the reasonable opinion of the Customer is likely to be upheld by law, then Vodacom shall be obliged to either:
16.2.1 modify or replace the infringing Service or Product any part thereof to the extent that same is rendered non-infringing provided that such modification or replacement does not materially alter the performance or functionality of the infringing Service; or
16.2.2 to procure the right for the Customer to continue using the infringing Service.