assigns. The location of any arbitration proceedings shall be Denver, Colorado, unless the Company and Consultant mutually consent to an alternate location.
10.6Legal Fees and Costs.In the event of a dispute between the Parties under this Agreement, each Party shall bear its own legal fees and related costs including attorney’s fees incurred, over and above any preceding liability limitation.
10.7Agreement. This Agreement shall be binding upon and shall inure to the benefit of the successors and permitted assignees of Parties.
The following are defined terms under this agreement for all purposes:
Intellectual Property: means copyrights, patent rights, trade secrets, database rights and other intellectual property rights embodied in (i) all records, reports, data, and other information provided, (ii) all copyrightable subject matter, and all copies of any of the foregoing and notes related thereto, prepared, generated, researched, developed, compiled, or acquired by Consultant from any source whatsoever in connection with performance of the Services from, on the basis of or incorporation such Company-provided records, reports, data or other information, and (iii)designs, drawings, plans, sketches, specifications, tracings, flow diagrams, equipment lists, indexes, evaluations, calculations, data books, schedules, operating instructions, data sheets and requisitions required to be delivered to Company under this agreement.
Service: means the services and deliverables to be provided by Consultant to Company as described in the applicable Service Order as set forth in EXHIBIT D.
Service Order: means a written service order that describes with particularity the Goods and Services that Consultant is to provide Company as set forth in EXHIBIT D.
The following Exhibits are attached hereto and are made a part of this Agreement for all purposes:
Exhibit A --- Required Limits of Insurance
Exhibit B --- Consultant’s Certificates of Insurance
Exhibit C --- Consultant’s Rate Sheet – NOT USED
Exhibit D --- Form of Service Order to the Master Services Agreement.