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American f rt�irlii� � � ,°ie }: Ll Red Crass l..i : ,�� c Training Provider Red Cross will not be obligated to pay LTP or any third party any fee or expense for such use, regardless of any provision to the contrary in such portal's terms of use. LTP will, on demand, promptly reimburse Red Cross for any such fee or expense. 5.8 If LTP has account balance or invoice questions or concerns, immediately upon receipt of invoice, LTP may email billing@redcross.org or call 888-284-0607 to report and resolve the inquiry. 5.9 At least annually, Red Cross will review its national pricing, and may increase its pricing and fees. Red Cross will notify LTP of any such increase. Such notice (which Red Cross may send to LTP's contact for notices or contact for billing in Appendix A)will specify the date on which the increase will take effect under this Agreement.That date will be at least thirty (30) days after the date of such notice. As of that effective date, prices and fees under this Agreement will automatically be modified to reflect such increase without need for the Parties to take any other action, including(without limitation)the execution of any separate modification of, or amendment to this Agreement. Notwithstanding anything in the foregoing to the contrary, LTP acknowledges that Red Cross will implement a price increase on or about January 1, 2026. LTP hereby waives the above requirement for advance notice with respect to such increase. 5.10 If the Red Cross determines that any Course offered by the LTP is not taught in accordance with Red Cross Policies,the LTP will be responsible for any costs associated with re-training Course participants. Red Cross, at its sole discretion, will determine the appropriate party to conduct re- training, which may include the LTP,or any Red Cross employee,volunteer,or third-party licensed training provider. LTP's obligation to pay for retraining under this section will survive the expiration or earlier termination of this Agreement with respect to any such retraining that takes place after the effective date of expiration or termination; and the provisions for invoicing and collection of past-due amounts set forth in this Section 5 will continue to govern with respect to any such obligation. 6. Notices. Each Party's contacts for notices and billing under this Agreement are listed on Appendix A. 7. Confidentiality. Except as required by applicable law or otherwise provided herein, LTP will maintain in confidence the pricing information set forth in Appendix B. 8. Intellectual Property. 8.1 Red Cross reserves all rights not expressly granted herein, in its registered and common law trademarks, service marks, names, emblems, logos and designs including without limitation,the Authorized Mark (the "Red Cross Marks"), and in the Course Materials in whole or in part (collectively the "Red Cross IP"). 8.2 LTP acknowledges and agrees that the Red Cross IP is and shall remain the property of Red Cross, and that the license granted under this Agreement does not constitute a transfer to LTP of any ownership rights in the Red Cross IP. Further,the Parties agree and acknowledge that LTP's use of the Red Cross IP shall inure solely to the benefit of Red Cross. 8.3 LTP shall not commit, or cause any third party to commit, any act challenging, contesting or in any way impairing or attempting to impair Red Cross's right,title and interest in and to the Red Cross IP, includ- ing seeking registration of the Red Cross IP in whole or in part, or of any confusingly similar trademark or service mark anywhere in the world or incorporating LTP's business under the Red Cross Marks or any aspect of the Red Cross Marks or any name confusingly similar to the Red Cross Marks. 8.4 Upon the expiration or termination of this Agreement, all rights in the Red Cross IP herein granted to LTP immediately expire, and LTP will immediately cease all use of the Red Cross IP. 9, Miscellaneous. Red Cross Licensed Training Provider Agreement—r.04.15.2025;09.24.2025MJ Page 4