11.0 The IB acknowledges that any promotional activities are subject to the terms of this Section 11. All such promotional content must be approved by the Company prior to publication, and any failure to comply shall constitute a breach of this Agreement.
11.1. The IB may use the Company's promotional materials (hereinafter-the 'Company's materials') as provided to the IB on a non-exclusive basis only during the term of the Agreement and solely for display or advertising purposes in accordance with the Agreement. The IB acknowledges that any and all Company's materials provided to the IB and any derivatives are covered by copyright, patents and other intellectual property rights owned or licensed by the Company.
11.2. The Company's materials shall be used exclusively for the benefit of the Company. The IB acquires no right to the Company's materials. If the IB wishes to use the Company's materials, the IB further agrees that: (i) the IB shall follow the Company's guidelines for the use of such materials; (ii) the IB shall not challenge the validity of the Company's rights to such materials at any time; and (iii) the IB shall not attempt to register any intellectual property rights to the Company's materials in any jurisdiction.
11.3. No rights or licences with respect to the Company's materials are granted or deemed granted hereunder or in connection herewith, other than the rights expressly granted in this Agreement. All such rights are hereby expressly reserved by the Company and its licensors.
11.4. In case the IB wishes to use any promotional materials created by the IB (hereinafter-the 'IB's materials') including but not limited to advertising materials, landing pages, domains, emails, the Company shall be entitled (i) to request the IB's materials for review and (ii) to request the IB to introduce any amendments to the IB's materials at the Company's sole discretion. All information used in the IB's material shall be up-to-date and verified, including information related to the Company's products, account types, platforms, contests, conditions, etc.
11.5. The IB acknowledges that all documentation including but not limited to the IB's materials as well as any amendments to it, any inventions and ideas, written material or other property, tangible or intangible, arising out of or resulting from the IB's performance of the services under this Agreement (hereinafter-the 'Work') shall be deemed the property of the Company, for all purposes.
11.6. As to copyrights, the IB agrees that all Work shall be deemed 'work made for hire' and that the Company shall be deemed the author of the Work for copyright purposes.
11.7. Should any Work be deemed not made for hire, the IB hereby assigns and transfers all right, title, ownership, and interest therein, presently known or hereafter ascertained, including but not limited to all copyrights therein, the right to secure the copyright (and all renewals, reissues, and extensions thereof) throughout the world without any restrictions on use to the Company.
11.8. The Company may reproduce, modify, adapt, create derivative works from, distribute, display, licence, assign, transfer, and/or otherwise use the Work and all elements and derivatives thereof, in whole or in part, in all media known now or hereafter developed (including without limitation in any social media websites or applications), worldwide, in perpetuity, royalty-free, and without the restriction of any kind.
11.9. The IB acknowledges the ownership and validity of the Company's copyrights, brands, trademarks, trade dress, and patent rights, whether or not created by or contributed to by the IB.
11.10. The IB hereby expressly confirms and agrees not to use any parts of the Work for any purpose other than for the purposes stipulated by this Agreement and during the term of this Agreement, including, among other matters, on any of the IB's social networks, and/or in any of the IB's commercial and/or non-commercial activities, including marketing and advertising.
11.11. The IB represents and warrants that: (i) the IB shall act in a timely manner with a high degree of professionalism and behave in a lawful, ethical, and business-like manner, (ii) the IB shall present the Company's products and services in a truthful and sincere manner and shall not engage in any activity or action that may damage the Company's reputation or the reputation of its products and services, (iii) all Work provided hereunder is new and original to the IB and does not infringe the intellectual property rights, privacy rights, or publicity rights of any third party; (iv) the IB has the full and unrestricted right and authority to enter into and perform this Agreement and to grant the rights specified herein; (v) the IB has complied and shall comply with all applicable laws, rules, and regulations in rendering the services under this Agreement, including without limitation any Company's policies (such as the privacy policy and trademark usage policy); (vi) the IB has no commitments or obligations inconsistent with this Agreement; (vii) the IB shall not engage in any illegal activity of any type, including but not limited to displaying illegal content that may be adverse to the reputation of the Company or its brands.
This includes but is not limited to the use of content that is libellous, defamatory, obscene, abusive, violent, bigoted, hate-oriented, illegal, pornographic, related to gambling or children, or linked to a website that does so; (viii) the IB shall not provide services to any competitor of the Company without prior written consent from the Company; (ix) the IB shall not promote the Company's products through unsolicited or spam emails, namely mailouts sent to a wide group of individuals including but not limited to bulk emails and posts/messages on social media.
11.12. The IB shall post on websites, landing pages, social network pages, and other traffic sources the IB utilises for the promotion of the Company's services the following disclaimer: 'This page is owned and operated by an official IB of the Company.
The Company may occasionally amend the wording of the disclaimer and notify the IB accordingly. Upon receipt of such notification, the IB shall amend the wording of the posted disclaimer accordingly.
11.13. Any unapproved materials must be removed or modified immediately upon request from the Company. Non-compliant marketing practices, such as misleading advertising, may lead to the immediate termination of this Agreement.
11.14 The IB shall not promote the Company's services in jurisdictions where such promotion is restricted or illegal, or without prior written approval.
11.15 The IB is strictly prohibited from using "FNmarkets" in any domain name, social media handle, or search engine keyword without prior written permission. Violations will result in immediate termination and legal action for infringement.