Common use of Intellectual and Industrial Property Rights Clause in Contracts

Intellectual and Industrial Property Rights. 1. Buyer reserves title and copyrights with regard to all documents attached to the order. Such documents may not be made accessible to any third party without Xxxxx’s express written approval. Such documents shall be used exclusively for production purposes based on Buyer’s order and be promptly returned to Buyer after execution of the order without need of request. Any knowledge obtained in the course of the order shall be kept confidential vis‐à‐vis third parties. 2. Seller represents and warrants that the goods supplied by him will not infringe any domestic or foreign property rights, that the statutory provisions concerning environmental protection will be observed and that no proceedings regarding liability, regulatory or criminal offences against Seller or Seller’s bodies are pending which might influence the execution of the order. Seller shall assume full responsibility in this regard and, to such extent, shall hold Buyer harmless from any claims for damages. 3. Seller represents and warrants that production, utilization or sale of the items delivered to Buyer does not infringe any industrial or intellectual property rights, particularly patents, trademarks, registered designs, copyrights or mask work rights, or industrial secrets. 4. Seller shall indemnify Buyer, Xxxxx’s employees and customers against each and every third‐party claim arising from any alleged infringement of industrial and intellectual property rights or external industrial secrets resulting from the production, utilization or sale of the goods delivered to Buyer and to assume any reasonable costs of legal defense. Prior to accepting Buyer’s order, Seller shall duly notify Buyer should compliance with Buyer’s given specifications result in such rights infringement. In the event he fails to do so, he shall be held liable pursuant to the present section. 5. Seller hereby waives each and every claim raised against Xxxxx on the basis of any infringement of industrial and intellectual property rights, also to the extent that such infringement is the result of Seller’s compliance with Xxxxx’s specifications. 6. a) In the event work performed by Seller under this Purchase Order results in any invention or work of authorship, whether patentable, copyrightable or not, regarding any engine, drive‐train, or automotive component or assembly, or the manufacture or use thereof, Seller hereby assigns and shall assign to Buyer all right, title and interest to such invention or work of authorship and to any patents, copyrights or other intellectual property which Seller may obtain thereon.

Intellectual and Industrial Property Rights. 1. Buyer reserves title and copyrights with regard to all documents attached to the order. Such documents may not be made accessible to any third party without Xxxxx’s express written approval. Such documents shall be used exclusively for production purposes based on Buyer’s order and be promptly returned to Buyer after execution of the order without need of request. Any knowledge obtained in the course of the order shall be kept confidential vis‐à‐vis third parties. 2. Seller represents and warrants that the goods supplied by him will not infringe any domestic or foreign property rights, that the statutory provisions concerning environmental protection will be observed and that no proceedings regarding liability, regulatory or criminal offences against Seller or Seller’s bodies are pending which might influence the execution of the order. Seller shall assume full responsibility in this regard and, to such extent, shall hold Buyer harmless from any claims for damages. 3. Seller represents and warrants that production, utilization or sale of the items delivered to Buyer does not infringe any industrial or intellectual property rights, particularly patents, trademarks, registered designs, copyrights or mask work rights, or industrial secrets. 4. Seller shall indemnify Buyer, Xxxxx’s employees and customers against each and every third‐party third‐ party claim arising from any alleged infringement of industrial and intellectual property rights or external industrial secrets resulting from the production, utilization or sale of the goods delivered to Buyer and to assume any reasonable costs of legal defense. Prior to accepting Buyer’s order, Seller shall duly notify Buyer should compliance with Buyer’s given specifications result in such rights infringement. In the event he fails to do so, he shall be held liable pursuant to the present section. 5. Seller hereby waives each and every claim raised against Xxxxx on the basis of any infringement of industrial and intellectual property rights, also to the extent that such infringement is the result of Seller’s compliance with Xxxxx’s specifications. 6. a) In the event work performed by Seller under this Purchase Order results in any invention or work of authorship, whether patentable, copyrightable or not, regarding any engine, drive‐train, or automotive component or assembly, or the manufacture or use thereof, Seller hereby assigns and shall assign to Buyer all right, title and interest to such invention or work of authorship and to any patents, copyrights or other intellectual property which Seller may obtain thereon.

Intellectual and Industrial Property Rights. 19.1. Buyer reserves title and copyrights with regard to all documents attached All intellectual or industrial property rights relating to the orderProducts shall remain the exclusive property of WISeKey Semiconductors. Such documents may The payment by Customer of the price for such Products shall not constitute any assignment of such rights or any licence thereto (except for the license on Software set out in Section 9.2 below). 9.2. Customer warrants that any manufacturing and/or integration process implemented by or for Customer and/or any Customer products incorporating or operating in conjunction with, any Products supplied hereunder, shall not infringe any intellectual or industrial property rights of third parties. Customer shall be made accessible to fully responsible for any claim or action being brought by a third party, as a result of which the manufacturing and/or integration process implemented by or for Customer and/or any Customer products incorporating or operating in conjunction with, any Products supplied hereunder, is prohibited, limited or modified. Customer shall ensure that the use of the Products is not infringing any third party without Xxxxx’s express written approvalintellectual and/or industrial property rights and WISeKey Semiconductors, hereby disclaims any warranty of non- infringement of such rights in relation to such use. Such documents Customer shall defend, hold harmless and indemnify WISeKey Semiconductors from and against any liabilities, damages, costs, expenses and losses arising out of or in connection with such claim or action. Customer also undertakes to indemnify WISeKey Semiconductors against the entire damage, losses and costs caused to WISeKey Semiconductors because of any partial or total non-performance of the Order by Customer. Customer acknowledges that in the event of any proceedings being brought against it for infringement of any property rights whatsoever belonging to a third party, WISeKey Semiconductors shall be used exclusively for production purposes based on Buyer’s order entitled to automatically terminate as of right any Orders in progress by sending a registered letter return receipt requested, without prejudice to its rights and be promptly returned remedies with respect to Buyer after execution of the order without need of requestCustomer. 9.3. Any knowledge obtained software provided as a Product or integrated in any Products (hereafter the course of “Software) is protected by copyright pursuant to the order shall be kept confidential vis‐à‐vis third parties. 2. Seller represents and warrants that the goods supplied by him will not infringe any domestic or foreign property rights, that the statutory provisions concerning environmental protection will be observed and that no proceedings regarding liability, regulatory or criminal offences against Seller or Seller’s bodies are pending which might influence the execution of the order. Seller shall assume full responsibility in this regard applicable international conventions and, to such extentas the case may be, shall hold Buyer harmless from any claims for damages. 3. Seller represents and warrants that production, utilization or sale of the items delivered to Buyer does not infringe any industrial or by other intellectual property rights. Subject to third party rights on licensed technology integrated by WISeKey Semiconductors in the Software, particularly patentsCustomer acknowledges that WISeKey Semiconductors has exclusive property rights to the elements of the Software. Therefore, trademarksCustomer shall not claim or challenge any rights to the Software. WISeKey Semiconductors hereby grants to Customer a non-exclusive, registered designsnon-transferable, copyrights worldwide right to use any Software only for the duration specified in the Order or mask work rightsotherwise for the useful life of the Product. 9.4. Subject to compliance with the legal exceptions strictly enumerated in article L.122-6-1 of the French Intellectual Property Code, Customer shall not modify, alter, adapt, translate reformat, copy, display, distribute and transmit without incorporation into the Products, publish, license, create derivative works from, or industrial secrets. 4obtained by, reverse-engineer, decompile, disassemble or in any way attempt to create or to discover source code from, the Software or any portion thereof. Seller shall indemnify BuyerWISeKey Semiconductors retains the right to correct the Software and Customer agrees to make a written request to WISeKey Semiconductors and provide WISeKey Semiconductors with reasonable notice prior to exercising any statutory right in relation thereto. Rights holders reserve all rights granted by French regulations, Xxxxx’s employees including but not only rights enumerated into article L. 122-6 and customers against each and every third‐party claim arising from any alleged infringement of industrial and intellectual property rights or external industrial secrets resulting from the production, utilization or sale L. 122-6-1 of the goods delivered to Buyer and to assume any reasonable costs of legal defense. Prior to accepting Buyer’s order, Seller shall duly notify Buyer should compliance with Buyer’s given specifications result in such rights infringement. In the event he fails to do so, he shall be held liable pursuant to the present sectionFrench Intellectual Property Code. 5. Seller hereby waives each and every claim raised against Xxxxx on the basis of any infringement of industrial and intellectual property rights, also to the extent that such infringement is the result of Seller’s compliance with Xxxxx’s specifications. 6. a) In the event work performed by Seller under this Purchase Order results in any invention or work of authorship, whether patentable, copyrightable or not, regarding any engine, drive‐train, or automotive component or assembly, or the manufacture or use thereof, Seller hereby assigns and shall assign to Buyer all right, title and interest to such invention or work of authorship and to any patents, copyrights or other intellectual property which Seller may obtain thereon.

Intellectual and Industrial Property Rights. 19.1 The information and data contained in any document or support (i.e. designs, dies, negatives, plates, printing cylinders, forming tools, films and digital data) supplied and prepared by the Vendor shall remain the Vendor’s exclusive property along with all intellectual property rights (including but not limited to patent rights, copyrights, trademarks, designs) attached thereto. Buyer reserves Therefore, no right, title and copyrights with regard to all documents attached or interest is transferred to the order. Such documents may not be made accessible Buyer in the names, trademarks, trade secrets, patents, pending patents, expertise, copyright and other intellectual property rights relating to the goods even if the Buyer has financially contributed to their creation. 9.2 The Buyer shall defend, indemnify and hold harmless the Vendor from and against any third party and all claims, losses, damages, costs, penalties, liabilities, judgments, amounts paid in settlement, fines and expenses (including, without Xxxxx’s express written approval. Such documents shall be used exclusively for limitation, court costs and reasonable fees of attorneys and other professionals) arising out of or in connection with any infringement of intellectual and/or industrial property rights in the case of: 9.2.1 the production purposes based on Buyer’s or reproduction in accordance with the order and be promptly returned to Buyer after execution the instructions of the order without need of request. Any knowledge obtained in the course Buyer, and/or; 9.2.2 materials and/or texts, trademark designs and construction for opening and closing of the order shall be kept confidential vis‐à‐vis carton made available to the Vendor by the Buyer or on behalf of the Buyer by third parties. 2. Seller represents and warrants 9.3 The Vendor recognizes that the goods supplied by him will following intellectual property rights covering or relating to the products are the exclusive property of the Buyer. The Vendor shall not infringe infringe, assign, use, apply or otherwise appropriate any domestic or foreign property such rights, that other than under and in accordance with the statutory provisions concerning environmental protection will be observed of these Terms and that no proceedings regarding liability, regulatory Conditions for the purpose of performance of obligations contained under or criminal offences against Seller or Seller’s bodies are pending which might influence the execution in pursuance of these Terms and Conditions: 9.3.1 patents of the order. Seller shall assume full responsibility Buyer in this regard respect of the products; 9.3.2 trademarks of the Buyer used on or relative to the products; and 9.3.3 copyright in all leaflets and technical literature (including product information literature) supplied, to such extentif any, shall hold Buyer harmless from any claims for damagesin respect of the products. 3. Seller represents and warrants that production, utilization or sale of 9.4 The Buyer hereby grants to the items delivered Vendor an exclusive license to Buyer does not infringe any industrial or intellectual property rights, particularly patentsuse the specifications, trademarks, registered designs, copyrights or mask work rights, or industrial secrets. 4. Seller shall indemnify Buyer, Xxxxx’s employees leaflets and customers against each and every third‐party claim arising from any alleged infringement of industrial and intellectual property rights or external industrial secrets resulting from the production, utilization or sale of the goods delivered to Buyer and to assume any reasonable costs of legal defense. Prior to accepting Buyer’s order, Seller shall duly notify Buyer should compliance with Buyer’s given specifications result in such rights infringement. In the event he fails to do so, he shall be held liable pursuant to the present section. 5. Seller hereby waives each and every claim raised against Xxxxx on the basis of any infringement of industrial and intellectual property rights, also technical literature to the extent that such infringement is necessary for the result of Seller’s compliance Vendor to comply with Xxxxx’s specificationsits obligations under these Terms and Conditions. 6. a) In 9.5 Each party shall promptly inform the event work performed by Seller under this Purchase Order results in other of any invention infringements or work of authorship, whether patentable, copyrightable or not, regarding any engine, drive‐train, or automotive component or assembly, or the manufacture or use thereof, Seller hereby assigns and shall assign to Buyer all right, title and interest to such invention or work of authorship and to any patents, copyrights or other intellectual property possible infringements which Seller may obtain thereonit has actual knowledge of.