Common use of Intellectual Property Ownership Clause in Contracts

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, know-how, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary informationinformation and commercial secrets, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for HireWorks, including the right to keep it as trade or commercial secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all All Product-related intellectual property rights related solely developed by IntelGenx either prior to the Products Effective Date, or at any time after the Effective Date, shall be owned by IntelGenx, and licensed to Pacific pursuant to the extent License exclusivity granted herein. All Project-related intellectual property invented, created, conceived or developed, as a direct result of the development of the Products have not been modified, customized, shall be owned by the party whose employees make or designed for Buyergenerate the intellectual property ("Project Intellectual Property"). If the sole inventor of the Project Intellectual Property is any IntelGenx Parties, it shall be considered IntelGenx Intellectual Property and shall be subject to the extent Products have been or licensing terms set forth herein. If the sole inventor of the Project Intellectual Property is any Pacific Parties, it shall be considered Pacific Intellectual Property and shall be subject to the licensing terms set forth herein. Intellectual property jointly developed by the Parties in the context of the development of the Product will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign jointly owned (the "Joint IP") and transfer to Buyer and does hereby assign and transfer to Buyer all IntelGenx' portion of Seller’s worldwide right, title, and interest same shall be included in and to the Works for Hire (defined below) including all associated intellectual property rightsLicense granted hereunder. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire Each Party shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secretuse such Joint IP in respect to products other than the Product, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright provided that such other product do not compete with the Product or trademark in its own name, or to follow with any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks Product of the other Party; and provided further that neither party shall grant any exclusive rights to, or otherwise dispose of its portion of the Joint IP, without the prior written consent of the other party; other than (i) an assignment or transfer in connection with a merger of such Party or a sale of all or substantially all of its assets or shares and (ii) Pacific's right to sublicense its portion of the Joint IP in the context of a sublicensing transaction under the License. Employees of IntelGenx, whether registered serving as advisors or unregisteredconsultants to Pacific or serving Pacific in any other capacity, are the exclusive property of such other Party. Nothing herein shall be construed considered employees of IntelGenx for the purpose of determining ownership of intellectual property. Notwithstanding the foregoing, other than as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both PartiesSection 3.1, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In Pacific shall not be granted any case, any and all use of Buyer’s trademarks shall inure ownership or other rights in or to the benefit of Buyer, and Buyer may revoke such license at IntelGenx Intellectual Property. IntelGenx shall not be granted any timeownership or other rights in or to the Pacific Intellectual Property.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. To the extent any rights held by Seller in the Works for Hire cannot be assigned by Seller to Buyer, Seller hereby grants to Buyer an exclusive (even as to Seller), royalty- free, fully paid, irrevocable, freely transferrable, freely sublicensable (through multiple tiers of sublicensees), worldwide right and license to use, modify, reproduce, copy, publish, distribute, make, have made, export, import, sell, make derivative works from, and otherwise directly and indirectly exploit and commercialize any and all such rights, as Buyer deems fit in its sole and absolute discretion. The license shall be valid until the expiry of the relevant intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence license to Seller to use Buyer’s trademarks. No such licence license shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns Contractor agrees to promptly disclose to Company any and all Work Product. “Work Product” includes without limitation any and all results and proceeds of Contractor’s services, including but not limited to code, software, programs, notes, drawings, designs, technical data, know how, works of authorship, firmware, ideas, improvements, inventions, material, information, marketing materials, work, or product conceived, created, written, or first reduced to practice by Contractor either solely or jointly with others in the performance of Services for Company and/or resulting from use of Confidential Information by Contractor solely or jointly with others. Contractor represents and warrants all work product is owned by Contractor and does not infringe upon the authorized licensee of all intellectual property rights related of any third party. All Work Product shall be deemed a “work made for hire,” as such term is defined under the copyright laws of the United States, with Company as the author and exclusive owner thereof. In the event the Work Product does not qualify as a “work made for hire” for Company, Contractor hereby irrevocably and exclusively transfers to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer Company all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this OrderWork Product, including without limitation all patent rights, worldwide copyrights, rights in proprietary informationpatent, database rightstrade secret, trademark rights and (including the good will associated therewith), or other intellectual property rightsrights therein including any extensions and renewals thereof, throughout the world in perpetuity in any and all media, now known or hereafter devised. All Works for Hire shall at all times be and remain Accordingly, Company is the sole and exclusive property owner and copyright proprietor of Buyerall right, title, and interest in the work in whatever stage of completion. Buyer Contractor shall promptly execute and deliver to Company documents reasonably requested for Company to secure copyright protection in Contractor’s services and the results and proceeds thereof. Upon request of Company, Contractor will have deliver to Company all files and materials related to the sole right work at no cost to determine the treatment of any Works for Hire, including Company. Contractor hereby grants Company the right to keep it as trade secretchange, execute and file patent applications on itadd to, to use and disclose it without prior patent applicationtake from, to file registrations for copyright translate, reformat, modify, edit, or trademark reprocess the work in any manner Company may in its own namesole discretion determine. Contractor hereby irrevocably waives all so-called “moral rights” or “droit moral” rights and any similar or analogous rights under the applicable laws of any country of the world. Without limiting the foregoing, Company has no obligation to provide “credit” or “attribution” to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder Contractor for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s Work delivered or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any timeservices rendered hereunder.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence license to Seller to use Buyer’s trademarks. No such licence license shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-sublicensable, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing Except as specifically stated above in this clause 8, nothing herein shall be construed as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇Seller’s performance under this Order, including all patent rights, copyrights, moral rights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence license to Seller to use Buyer’s trademarks. No such licence license shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ Seller agrees to comply with ▇▇▇▇▇Buyer’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. To the extent that any intellectual property rights held by Seller cannot be assigned by Seller to Buyer, Seller hereby grants to Buyer an exclusive (even as to Seller), perpetual, royalty-free, fully paid, irrevocable, freely transferrable, freely sublicensable (through multiple tiers of sublicensees), worldwide right and license to use, modify, reproduce, copy, publish, distribute, make, have made, export, import, sell, make derivative works from, and otherwise directly and indirectly exploit and commercialize any and all such rights in relation to the Works for Hire, as Buyer deems fit in its sole and absolute discretion. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rights. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇Seller’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ Seller agrees to comply with ▇▇▇▇▇Buyer’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.

Intellectual Property Ownership. Seller owns or is the authorized licensee of all intellectual property rights related to the Products to the extent the Products have not been modified, customized, or designed for Buyer. If and to the extent Products have been or will be modified, customized, or designed for Buyer, Seller hereby agrees to irrevocably assign and transfer to Buyer and does hereby assign and transfer to Buyer all of Seller’s worldwide right, title, and interest in and to the Works for Hire (defined below) including all associated intellectual property rightsrights to the maximum extent permitted by applicable law. For purposes of this Order, "Works for Hire" include all rights in ideas, inventions, works of authorship, strategies, plans and data created in or resulting from ▇▇▇▇▇▇’s performance under this Order, including all patent rights, copyrights, rights in proprietary information, database rights, trademark rights and other intellectual property rights. All Works for Hire shall at all times be and remain the sole and exclusive property of Buyer. Buyer will have the sole right to determine the treatment of any Works for Hire, including the right to keep it as trade secret, execute and file patent applications on it, to use and disclose it without prior patent application, to file registrations for copyright or trademark in its own name, or to follow any other procedure that Buyer deems appropriate. Buyer hereby grants a non-exclusive, non-assignable license, which is revocable with or without cause at any time, to Seller to use any information, drawings, specifications, computer software, know-how and other data furnished or paid for by Buyer hereunder for the sole purpose of performing this Order for Buyer. Buyer may require Seller to use and label Products with Buyer’s or its affiliates’ trademarks, trade names, logos or other information (“Company Information”). Company Information is the sole property of Buyer or its affiliates, and Seller shall use Company Information strictly within the method and scope approved by Buyer. Each Party hereby acknowledges and agrees that trade names and trademarks of the other Party, whether registered or unregistered, are the exclusive property of such other Party. Nothing herein shall be construed as granting any licence to Seller to use Buyer’s trademarks. No such licence shall be valid unless provided in writing with specificity and signed by both Parties, and unless ▇▇▇▇▇▇ agrees to comply with ▇▇▇▇▇’s trademark quality usage and control provisions provided by Buyer. In any case, any and all use of Buyer’s trademarks shall inure to the benefit of Buyer, and Buyer may revoke such license at any time.