Common use of Intellectual Property and Confidentiality Clause in Contracts

Intellectual Property and Confidentiality. 8.1. During the Term, the Supplier hereby grants to the Company and its Affiliates a limited, non- exclusive and non-transferable license for the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc., and all intellectual property pertaining to the Products, including any Product details, logos, images, trademarks and brand names in order to perform its obligations under this Agreement. 8.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier any right in any trade secrets, trademarks, trade names, know-how, certifications or other intellectual property licensed to the Supplier by the Company or its Affiliates (the “Intellectual Property”) and all use thereof by Supplier shall inure to the benefit of the Company and its Affiliates, and the Supplier shall not, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier acknowledges that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of the Company and its Affiliates and shall not be disclosed by the Supplier to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event the ownership of any Confidential Information does not automatically vest in the Company or its Affiliates by virtue of this Agreement, or otherwise, and vests in the Supplier instead, the Supplier hereby transfers and assigns to the Company or its Affiliates, upon the creation thereof, all rights, title and interest the Supplier may have in and to such Confidential Information (and waives any and all moral rights, as applicable), including the right to xxx and recover for past, present and future violations thereof. 8.4. The Supplier agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform the Supplier’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges that the Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury to the Company. Accordingly, the Parties acknowledge and agree that as the breach or threatened breach of Clause 7.3 by the Supplier would result in irreparable damage to the Company or its Affiliates which cannot be adequately compensated by monetary relief alone, and that the Company or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of law. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. The provisions of this Clause 7 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.17.1. During As between eToro and the TermAffiliate, the Supplier hereby grants Trading Platform, eToro Brands, the creative materials of eToro, all demographic and other information relating to the Company and its Affiliates a limited, non- exclusive and non-transferable license for the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc.any Customer (including Customer Data), and all intellectual property pertaining to the Productssoftware, including any Product detailsdocumentation, logoshardware, imagesequipment, trademarks and brand names in order to perform its obligations under this Agreement. 8.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier any right in any trade secretsdevices, trademarkstemplates, trade namestools, documents, processes, methodologies, know-how, certifications websites, and any additional intellectual or other intellectual property licensed used by or on behalf of eToro or otherwise related to the Supplier by the Company or its Affiliates Trading Platform, together with all copyrights, trademarks, patents, trade secrets and any other proprietary rights inherent therein and appurtenant thereto (collectively, the “Intellectual eToro’s Property”) “), are and all use thereof by Supplier shall inure to remain the benefit of the Company sole and its Affiliates, and the Supplier shall not, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier acknowledges that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of eToro and eToro shall retain all rights, title and interest in and to eToro’s Property and all Intellectual Property Rights derived therefrom (including all derivations and modifications made thereto). To the Company and its Affiliates and shall not be disclosed by the Supplier to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event extent that the ownership of any Confidential Information of eToro’s Property does not automatically vest in the Company or its Affiliates eToro by virtue of this Agreement, or otherwise, and vests in the Supplier instead, the Supplier Affiliate hereby transfers and assigns to the Company or its AffiliateseToro, upon the creation thereof, all rights, title and interest the Supplier Affiliate may have in and and/or to such Confidential Information (and waives any and all moral rights, as applicable)eToro’s Property, including the right to xxx and recover for past, present and future violations thereof. 8.47.2. The Supplier agrees Without derogating from the generality of any provision of this Agreement, it is hereby clarified that it eToro shall take all reasonable stepsbe permitted, at least substantially equivalent both during the term of this Agreement and/or following the termination and/or expiration of the Agreement, to use, any information related to the steps it takes Customers (including the Customer Data), and to protect its own proprietary informationprovide any services to the Customers, to prevent and that the duplication, disclosure or use of any such Confidential InformationAffiliate shall not have claim and/or right with respect thereto, other than the right to receive the Fees pursuant to the terms of this Agreement. It is further clarified that the Customer Data shall be deemed as eToro’s sole and exclusive proprietary information and property and shall be deemed as eToro’s Confidential Information. 7.3. Under no circumstances during the Term hereof and thereafter shall the Affiliate assert or contest any ownership rights in and to the Trading Platform and/or eToro Brands and/or eToro’s Property and/or the Intellectual Property Rights derived therefrom in any action or proceeding of whatever kind or nature, nor shall the Affiliate take any action that may prejudice or adversely affect eToro’s rights in the Trading Platform and/or eToro Brands and/or eToro’s Property and/or the Intellectual Property Rights therein (iincluding any registration of eToro Brands in the name of the Affiliate). The Affiliate may not do anything to render such Intellectual Property Rights generic, weaken its validity or diminish its associated goodwill. Upon termination of this Agreement, all of the rights granted to the Affiliate hereunder shall terminate and all rights shall revert to eToro without the taking of any action on the part of either party. 7.4. The Affiliate shall maintain suitable copyright and trademark notices throughout the Affiliate Websites (such notices shall also appear on the other referral platforms) by that shall conform in all respects to eToro’s copyright and trademark requirements. eToro may include some or all of the Affiliate Trademarks in its own marketing and promotional materials. 7.5. The parties hereby acknowledge and agree that from time to its employeestime before, agents during and subcontractors who must after the Term hereof, either party may have access to or become acquainted with the Confidential Information of the other party. Both the Affiliate and eToro shall use their best efforts to protect each other’s Confidential Information from improper disclosure and will not, during or after the Term of this Agreement or thereafter, directly or indirectly, use or disclose any such Confidential Information to perform the Supplier’s obligations hereunderany person, who each firm or corporation for any reason or purpose whatsoever, nor shall treat either party, for itself or in any representative or other capacity, utilize any such Confidential Information in any manner for its own account or the account of others, except in connection with its performance under this Agreement. 7.6. eToro shall have the right to mention the existence of this Agreement (but not its terms) in its respective marketing materials, public announcements or as provided hereina reference for future customers. This right is given on the condition that: (i) any such marketing materials accurately reflect the nature of the business relationship created by this Agreement, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, such marketing materials do not disclose any of the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges that the Affiliate’s Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury pursuant to the Companyterms set forth in this Article 7. Accordingly, the Parties acknowledge and agree that as the breach Any press releases or threatened breach of Clause 7.3 public statements regarding this Agreement by the Supplier would result in irreparable damage Affiliate shall require the consent of eToro as to the Company or its Affiliates content and release date, which canshall not be adequately compensated by monetary relief alone, and that the Company unreasonably withheld or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of lawdelayed. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. The provisions of this Clause 7 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.1. During 18.1 Where HiHo has designed, drawn or developed Services (including the TermWeb Site) for the Customer, HiHo retains full intellectual property ownership of the Supplier Services, including the copyright in any designs and drawings and documents, and HiHo hereby grants to the Company and its Affiliates a limitedCustomer an irrevocable, non- non-exclusive and non-transferable license for licence to use the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc., and all intellectual property pertaining Services solely in relation to the Productsoperation of the Customer’s own business, including any Product details, logos, images, trademarks and brand names in order to perform its conditional upon the Customer fulfilling their obligations under this AgreementContract (including, but not limited to, the full payment of the Charges). 8.2. The Parties agree that this Agreement will 18.2 Subject to the Copyright Xxx 0000 and the conditions therein, where HiHo or their subcontractor has provided the Customer with a licence for use on any design, copy, writing, drawing, image, illustration, idea or code created for the Customer, the licence shall be for use by the Customer on a one-time only basis and may not be deemed modified, re- used, or re-distributed in any way or form without the express permission of HiHo and any of its relevant subcontractors. 18.3 All design work where there is a risk that another party makes a claim, should be registered by implication the Customer with the appropriate authorities prior to publishing or otherwise first use or searches and legal advice sought as to grant its use. HiHo shall not be held responsible for any or all damages resulting from such claims. 18.4 The Customer hereby authorises HiHo to utilise images of the Services created by HiHo in advertising, marketing, or competition material by HiHo including, but not limited to: (a) the Customer permitting HiHo to place a small credit on printed material, exhibition displays, advertisement and/or link to HiHo’s own web site on the Customer’s Web Site, which shall usually be in the form of a small logo or line of text placed towards the bottom of the page; (b) allowing HiHo to place web sites and other designs, along with a link to the Supplier Customer’s Web Site on HiHo’s own web site for demonstration purposes and to use any right designs in HiHo’s own publicity. 18.5 The Customer shall indemnify HiHo against any trade secretsclaims by third parties for patent, trademarkstrademark, trade namesdesign or copyright infringement, know-how, certifications directly or other intellectual property licensed to the Supplier by the Company or its Affiliates (the “Intellectual Property”) and all use thereof by Supplier shall inure to the benefit indirectly arising out of the Company and its Affiliatesdesign, workmanship, material, construction, or use of the Services or any other deficiency therein. Where the Customer has supplied drawings, sketches, files or logo’s to HiHo, the Customer warrants that the drawings, sketches, files or logo’s do not breach any patent, trademark, design or copyright, and the Supplier shall notCustomer agrees to indemnify HiHo against any action taken by a third party against HiHo. 18.6 Notwithstanding anything herein, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier acknowledges that the Company and its Affiliates are the owner of the Intellectual Property Rights in HiHo’s Services do not vest in the Customer and also undertakes there is no assignment of these Intellectual Property Rights to the Customer. HiHo hereby grants to the Customer an irrevocable, non-exclusive and non-transferable licence to use and reproduce the Services for the purposes of this Contract only, and solely for the operation of the Customer’s business however, the Customer shall not use nor make copies of such Intellectual Property in connection with any work or business other than the work or business specified in writing to HiHo unless express approval is given in advance by HiHo. Such license shall terminate on default of payment or any other terms of this Contract by the Customer. 18.7 All Flash, PHP, Java Script, HTML and Dynamic HTML coding and other supplied code (if any) remains the intellectual property of HiHo. Copying or disseminating the code for any purpose whatsoever is strictly forbidden and will be a breach of copyright. 18.8 Each party agrees to treat all information and ideas communicated to it by the other confidentially and agree not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of the Company and its Affiliates and shall not be disclosed by the Supplier divulge it to any third Person party, without the other party's written consent. The parties will not copy any such information supplied, and will either return it or used for destroy it (together with any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent copies thereof) on request of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event the ownership of any Confidential Information does not automatically vest in the Company or its Affiliates by virtue of this Agreement, or otherwise, and vests in the Supplier instead, the Supplier hereby transfers and assigns to the Company or its Affiliates, upon the creation thereof, all rights, title and interest the Supplier may have in and to such Confidential Information (and waives any and all moral rights, as applicable), including the right to xxx and recover for past, present and future violations thereofother party. 8.4. The Supplier agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform the Supplier’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges that the Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury to the Company. Accordingly, the Parties acknowledge and agree that as the breach or threatened breach of Clause 7.3 by the Supplier would result in irreparable damage to the Company or its Affiliates which cannot be adequately compensated by monetary relief alone, and that the Company or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of law. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. The provisions of this Clause 7 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.1. During the Term, the Supplier hereby grants to the Company and its Affiliates a limited, non- exclusive and non-transferable license for the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc., You recognise that any and all intellectual property pertaining to the Productsrights, including title, ownership rights, copyright and any Product details, logos, images, trademarks and brand names in order to perform its obligations under this Agreement. 8.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier any right in any trade secrets, trademarks, trade names, know-how, certifications or other intellectual property licensed to rights, in the Supplier by Content, including the Company Training Courses and Services will remain the sole and exclusive property of SWIFT and/or its suppliers. Furthermore, you acknowledge that all product, service or its Affiliates (company names that are used in connection with the “Intellectual Property”) Services and all use thereof by Supplier Content are the trademarks or registered trademarks of their respective owners. You shall inure to not modify or remove any copyright or proprietary notices on the benefit Services and Content and shall reproduce such notices in the form in which they appear on the original on any copies of the Company Services and its AffiliatesContent or part thereof. You are not authorised to reproduce, and the Supplier shall notmodify, now make publicly available, transmit, distribute, perform, transfer or in the futuresell, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier acknowledges that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challengecreate derivative works of, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other formway exploit any part(s) (collectively the “Confidential Information”) shall be the exclusive property of the Company and this Platform or its Affiliates and shall not be disclosed by the Supplier to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with Content without the prior written consent of SWIFT. You are responsible for the Company content that You or its Affiliates. All Confidential Information shall only be used in a manner consistent with Your authorised Users post on the intention and the spirit of the AgreementPlatform. In the event the ownership of any Confidential Information does not automatically vest in the Company or its Affiliates by virtue of this Agreementrespect, or otherwise, and vests in the Supplier instead, the Supplier hereby transfers and assigns to the Company or its Affiliates, upon the creation thereof, all rights, title and interest the Supplier may have in and to such Confidential Information (and waives any and all moral rights, as applicable), including the right to xxx and recover for past, present and future violations thereof. 8.4. The Supplier agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than you ensure (i) by that no copyrighted content will be posted on the Platform unless You have the permission of the copyright owner to post it or You have the permission of the copyright owner to its employees, agents and subcontractors who must have access to such Confidential Information to perform the Supplier’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality that are at least as stringent as those contained hereinpost it; or (ii) as required by that no content will be posted on the Platform revealing Your trade secrets if You do not want this to be publicly available to all Platform users; (iii) that no content will be posted on the Platform that infringes on any Applicable Lawother intellectual property rights or privacy and image rights of others. In addition, provided that, if legally permitted, the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges You agree that the Confidential Information constitutes uniquecontent posted by Your authorized Users on the Platform can be used by SWIFT for its own purposes, valuable such as to improve the Training Courses, Services and special trade secret Content or as evidence to track a Platform issue. You therefore hereby grant a perpetual, global non-exclusive and business information free of the Company and its Affiliatescharge license to SWIFT over any intellectual property rights on such content. Furthermore, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury You agree to the Company. Accordingly, the Parties acknowledge and agree that as the breach or threatened breach of Clause 7.3 be bound by the Supplier would result Confidentiality clauses of XXXXX’s General Terms and Conditions (as set forth on xxxxx.xxx), regarding use, confidentiality and non-disclosure of information. These clauses are hereby incorporated herein, mutatis mutandis, with the effect that all information in irreparable damage to any form exchanged in connection with the Company or its Affiliates which cannot be adequately compensated by monetary relief alone, Services and that Content shall have the Company or its Affiliates shall be entitled to seek injunctive relief from an appropriate court benefit of lawthese clauses. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. The provisions of this Clause 7 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.17.1. During As between Woolsocks and the TermAffiliate, the Supplier hereby grants Woolsocks Platform, Woolsocks Brands, the creative materials of Woolsocks, all demographic and other information relating to the Company and its Affiliates a limited, non- exclusive and non-transferable license for the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc.any Lead and/or Customer (including Lead/Customer Data), and all intellectual property pertaining to the Productssoftware, including any Product detailsdocumentation, logoshardware, imagesequipment, trademarks and brand names in order to perform its obligations under this Agreement. 8.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier any right in any trade secretsdevices, trademarkstemplates, trade namestools, documents, processes, methodologies, know-how, certifications websites, and any additional intellectual or other intellectual property licensed used by or on behalf of Woolsocks or otherwise related to the Supplier by the Company or its Affiliates Woolsocks Platform, together with all copyrights, trademarks, patents,trade secrets and any other proprietary rights inherent therein and appurtenant thereto (collectively, the “Intellectual Woolsocks’ Property”) “), are and shall remain the sole and exclusive propertyof Woolsocks and Woolsocks shall retain all rights, title and interest in and to Woolsocks’ Property and all use thereof by Supplier shall inure to the benefit of the Company and its Affiliates, and the Supplier shall not, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual PropertyRights derived therefrom (including all derivations and modifications made thereto). The Supplier acknowledges To the extent that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of the Company and its Affiliates and shall not be disclosed by the Supplier to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event the ownership of any Confidential Information of Woolsocks’ Property does not automatically vest in the Company or its Affiliates Woolsocks by virtue of this Agreement, or otherwise, and vests in the Supplier instead, the Supplier hereby Affiliatehereby transfers and assigns to the Company or its AffiliatesWoolsocks, upon the creation thereof, all rights, title and interest the Supplier interestthe Affiliate may have in and and/or to such Confidential Information (and waives any and all moral rights, as applicable)Woolsocks’ Property, including the right to xxx sue and recover for past, present and future violations thereof. 8.47.2. The Supplier agrees Without derogating from the generality of any provision of this Agreement, it is hereby clarified that it Woolsocks shall take all reasonable stepsbe permitted, at least substantially equivalent both during the term of this Agreement and/or following the termination and/or expiration of the Agreement, to use, any information related to the steps it takes Leads and/or Customers (including the Leads/Customer Data), and to protect its own proprietary informationprovideany services to the Lead/Customers, to prevent and that the duplication, disclosure or use of any such Confidential InformationAffiliate shall not have claim and/or right with respect thereto, other than the right to receive the Fees pursuant to the terms of this Agreement. It is further clarified that the Lead/Customer Data shall be deemed as Woolsocks’ sole and exclusive proprietary information and property and shall be deemed as Woolsocks’ Confidential Information. 7.3. Under no circumstances during the Term hereof and thereafter shall the Affiliate assert or contest any ownership rights in and to the Woolsocks Platform and/or Woolsocks Brands and/or Woolsocks’ Property and/or the Intellectual Property Rights derived therefrom in any action orproceeding of whatever kind or nature, nor shall the Affiliate take any action that may prejudice or adversely affect Woolsocks’ rights in the Woolsocks Platform and/or Woolsocks Brands and/or Woolsocks’ Property and/or the Intellectual Property Rights therein (iincluding any registration of Woolsocks Brands in the name of the Affiliate). The Affiliate may not do anything to render such Intellectual Property Rights generic, weaken its validity or diminish its associated goodwill. Upon termination of this Agreement, all of the rights granted to the Affiliate hereunder shall terminate and all rights shall revert to Woolsocks without the taking of any action on the part of either party. 7.4. The Affiliate shall maintain suitable copyright and trademark notices throughout the Affiliate Websites (such notices shall also appear on the other referral platforms) by that shall conform in all respects to Woolsocks’ copyright and trademark requirements. Woolsocks may includesome or all of the Affiliate Trademarks in its own marketing and promotional materials. 7.5. The parties hereby acknowledge and agree that from time to its employeestime before, agents during and subcontractors who must after the Term hereof, either party may have access to or become acquainted with the Confidential Information of the other party. Both the Affiliate and Xxxxxxxxx shall use their best efforts to protect each other’s Confidential Information from improper disclosure and will not, duringor after the Term of this Agreement or thereafter, directly or indirectly, use or disclose any such Confidential Information to perform the Supplier’s obligations hereunderany person, who each firm or corporation for any reason or purposewhatsoever, nor shall treat either party, for itself or in any representative or other capacity, utilizeany such Confidential Information in any manner for its own account or the account of others, except in connection with its performance under this Agreement. 7.6. Woolsocks shall have the right to mention the existence of this Agreement (but not its terms) in its respective marketing materials, public announcements or as provided hereina reference for futurecustomers. This right is given on the condition that: (i) any such marketing materials accurately reflect the nature of the business relationship created by this Agreement, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, such marketing materials do not disclose any of the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges that the Affiliate’s Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury pursuant to the Companyterms set forth in this Article 7. Accordingly, the Parties acknowledge and agree that as the breach Any press releases or threatened breach of Clause 7.3 public statements regarding this Agreement by the Supplier would result in irreparable damage Affiliate shall require the consent of Woolsocks as to the Company or its Affiliates content and release date, which canshall not be adequately compensated by monetary relief alone, and that the Company unreasonably withheld or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of lawdelayed. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. The provisions of this Clause 7 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.17.1. During As between eToro and the TermAffiliate, the Supplier hereby grants Trading Platform, eToro Brands, the creative materials of eToro, all demographic and other information relating to the Company and its Affiliates a limited, non- exclusive and non-transferable license for the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc.any Lead and/or Customer (including Lead/Customer Data), and all intellectual property pertaining to the Productssoftware, including any Product detailsdocumentation, logoshardware, imagesequipment, trademarks and brand names in order to perform its obligations under this Agreement. 8.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier any right in any trade secretsdevices, trademarkstemplates, trade namestools, documents, processes, methodologies, know-how, certifications websites, and any additional intellectual or other intellectual property licensed used by or on behalf of eToro or otherwise related to the Supplier by the Company or its Affiliates Trading Platform, together with all copyrights, trademarks, patents, trade secrets and any other proprietary rights inherent therein and appurtenant thereto (collectively, the “Intellectual eToro’s Property”) “), are and all use thereof by Supplier shall inure to remain the benefit of the Company sole and its Affiliates, and the Supplier shall not, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier acknowledges that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of eToro and eToro shall retain all rights, title and interest in and to eToro’s Property and all Intellectual Property Rights derived therefrom (including all derivations and modifications made thereto). To the Company and its Affiliates and shall not be disclosed by the Supplier to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event extent that the ownership of any Confidential Information of eToro’s Property does not automatically vest in the Company or its Affiliates eToro by virtue of this Agreement, or otherwise, and vests in the Supplier instead, the Supplier Affiliate hereby transfers and assigns to the Company or its AffiliateseToro, upon the creation thereof, all rights, title and interest the Supplier Affiliate may have in and and/or to such Confidential Information (and waives any and all moral rights, as applicable)eToro’s Property, including the right to xxx sue and recover for past, present and future violations thereof. 8.47.2. The Supplier agrees Without derogating from the generality of any provision of this Agreement, it is hereby clarified that it eToro shall take all reasonable stepsbe permitted, at least substantially equivalent both during the term of this Agreement and/or following the termination and/or expiration of the Agreement, to use, any information related to the steps it takes Leads and/or Customers (including the Leads/Customer Data), and to protect its own proprietary informationprovide any services to the Lead/Customers, to prevent and that the duplication, disclosure or use of any such Confidential InformationAffiliate shall not have claim and/or right with respect thereto, other than the right to receive the Fees pursuant to the terms of this Agreement. It is further clarified that the Lead/Customer Data shall be deemed as eToro’s sole and exclusive proprietary information and property and shall be deemed as eToro’s Confidential Information. 7.3. Under no circumstances during the Term hereof and thereafter shall the Affiliate assert or contest any ownership rights in and to the Trading Platform and/or eToro Brands and/or eToro’s Property and/or the Intellectual Property Rights derived therefrom in any action or proceeding of whatever kind or nature, nor shall the Affiliate take any action that may prejudice or adversely affect eToro’s rights in the Trading Platform and/or eToro Brands and/or eToro’s Property and/or the Intellectual Property Rights therein (iincluding any registration of eToro Brands in the name of the Affiliate). The Affiliate may not do anything to render such Intellectual Property Rights generic, weaken its validity or diminish its associated goodwill. Upon termination of this Agreement, all of the rights granted to the Affiliate hereunder shall terminate and all rights shall revert to eToro without the taking of any action on the part of either party. 7.4. The Affiliate shall maintain suitable copyright and trademark notices throughout the Affiliate Websites (such notices shall also appear on the other referral platforms) by that shall conform in all respects to eToro’s copyright and trademark requirements. eToro may include some or all of the Affiliate Trademarks in its own marketing and promotional materials. 7.5. The parties hereby acknowledge and agree that from time to its employeestime before, agents during and subcontractors who must after the Term hereof, either party may have access to or become acquainted with the Confidential Information of the other party. Both the Affiliate and eToro shall use their best efforts to protect each other’s Confidential Information from improper disclosure and will not, during or after the Term of this Agreement or thereafter, directly or indirectly, use or disclose any such Confidential Information to perform the Supplier’s obligations hereunderany person, who each firm or corporation for any reason or purpose whatsoever, nor shall treat either party, for itself or in any representative or other capacity, utilize any such Confidential Information in any manner for its own account or the account of others, except in connection with its performance under this Agreement. 7.6. eToro shall have the right to mention the existence of this Agreement (but not its terms) in its respective marketing materials, public announcements or as provided hereina reference for future customers. This right is given on the condition that: (i) any such marketing materials accurately reflect the nature of the business relationship created by this Agreement, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, such marketing materials do not disclose any of the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges that the Affiliate’s Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury pursuant to the Companyterms set forth in this Article 7. Accordingly, the Parties acknowledge and agree that as the breach Any press releases or threatened breach of Clause 7.3 public statements regarding this Agreement by the Supplier would result in irreparable damage Affiliate shall require the consent of eToro as to the Company or its Affiliates content and release date, which canshall not be adequately compensated by monetary relief alone, and that the Company unreasonably withheld or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of lawdelayed. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. The provisions of this Clause 7 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.17.1. During As between Cyber FX and the TermAffiliate, the Supplier hereby grants Trading Platform, Cyber FX Brands, the creative materials of Cyber FX, all demographic and other information relating to the Company and its Affiliates a limited, non- exclusive and non-transferable license for the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc.any Lead and/or Customer (including Lead/Customer Data), and all intellectual property pertaining to the Productssoftware, including any Product detailsdocumentation, logoshardware, imagesequipment, trademarks and brand names in order to perform its obligations under this Agreement. 8.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier any right in any trade secretsdevices, trademarkstemplates, trade namestools, documents, processes, methodologies, know-how, certifications websites, and any additional intellectual or other intellectual property licensed used by or on behalf of Cyber FX or otherwise related to the Supplier by the Company or its Affiliates Trading Platform, together with all copyrights, trademarks, patents, trade secrets and any other proprietary rights inherent therein and appurtenant thereto (collectively, the “Intellectual Property”) Cyber FX’s Property “), are and all use thereof by Supplier shall inure to remain the benefit of the Company sole and its Affiliates, and the Supplier shall not, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier acknowledges that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of Cyber FX and Cyber FX shall retain all rights, title and interest in and to Cyber FX’s Property and all Intellectual Property Rights derived therefrom (including all derivations and modifications made thereto). To the Company and its Affiliates and shall not be disclosed by the Supplier to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event extent that the ownership of any Confidential Information of Cyber FX’s Property does not automatically vest in the Company or its Affiliates Cyber FX by virtue of this Agreement, or otherwise, and vests in the Supplier instead, the Supplier Affiliate hereby transfers and assigns to the Company or its AffiliatesCyber FX, upon the creation thereof, all rights, title and interest the Supplier Affiliate may have in and and/or to such Confidential Information (and waives any and all moral rights, as applicable)Cyber FX’s Property, including the right to xxx and recover for past, present and future violations thereof. 8.47.2. The Supplier agrees Without derogating from the generality of any provision of this Agreement, it is hereby clarified that it Cyber FX shall take all reasonable stepsbe permitted, at least substantially equivalent both during the term of this Agreement and/or following the termination and/or expiration of the Agreement, to use, any information related to the steps it takes Leads and/or Customers (including the Leads/Customer Data), and to protect its own proprietary informationprovide any services to the Lead/Customers, to prevent and that the duplication, disclosure or use of any such Confidential InformationAffiliate shall not have claim and/or right with respect thereto, other than the right to receive the Fees pursuant to the terms of this Agreement. It is further clarified that the Lead/Customer Data shall be deemed as Cyber FX’s sole and exclusive proprietary information and property and shall be deemed as Cyber FX’s Confidential Information. 7.3. Under no circumstances during the Term hereof and thereafter shall the Affiliate assert or contest any ownership rights in and to the Trading Platform and/or Cyber FX Brands and/or Cyber FX’s Property and/or the Intellectual Property Rights derived therefrom in any action or proceeding of whatever kind or nature, nor shall the Affiliate take any action that may prejudice or adversely affect Cyber FX’s rights in the Trading Platform and/or Cyber FX Brands and/or Cyber FX’s Property and/or the Intellectual Property Rights therein (iincluding any registration of Cyber FX Brands in the name of the Affiliate). The Affiliate may not do anything to render such Intellectual Property Rights generic, weaken its validity or diminish its associated goodwill. Upon termination of this Agreement, all of the rights granted to the Affiliate hereunder shall terminate, and all rights shall revert to Cyber FX without the taking of any action on the part of either party. 7.4. The Affiliate shall maintain suitable copyright and trademark notices throughout the Affiliate Websites (such notices shall also appear on the other referral platforms) by that shall conform in all respects to Cyber FX’s copyright and trademark requirements. Cyber FX may include some or all of the Affiliate Trademarks in its own marketing and promotional materials. 7.5. The parties hereby acknowledge and agree that from time to its employeestime before, agents during and subcontractors who must after the Term hereof, either party may have access to or become acquainted with the Confidential Information of the other party. Both the Affiliate and Cyber FX shall use their best efforts to protect each other’s Confidential Information from improper disclosure and will not, during or after the Term of this Agreement or thereafter, directly or indirectly, use or disclose any such Confidential Information to perform the Supplier’s obligations hereunderany person, who each firm or corporation for any reason or purpose whatsoever, nor shall treat either party, for itself or in any representative or other capacity, utilize any such Confidential Information in any manner for its own account or the account of others, except in connection with its performance under this Agreement. 7.6. Cyber FX shall have the right to mention the existence of this Agreement (but not its terms) in its respective marketing materials, public announcements or as provided hereina reference for future customers. This right is given on the condition that: (i) any such marketing materials accurately reflect the nature of the business relationship created by this Agreement, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, such marketing materials do not disclose any of the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges that the Affiliate’s Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury pursuant to the Companyterms set forth in this Article 7. Accordingly, the Parties acknowledge and agree that as the breach Any press releases or threatened breach of Clause 7.3 public statements regarding this Agreement by the Supplier would result in irreparable damage Affiliate shall require the consent of Cyber FX as to the Company or its Affiliates content and release date, which canshall not be adequately compensated by monetary relief alone, and that the Company unreasonably withheld or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of lawdelayed. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. The provisions of this Clause 7 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.17.1. During the Term, the Supplier Vendor hereby grants to the Company and its Affiliates Aflliates a limited, non- exclusive and non-transferable license for the use of and to display the SupplierVendor’s name, trademarkstrade- marks, brand name, company name, business associates etc., and all intellectual property pertaining to the Products, including any Product details, logos, images, trademarks and brand names in order to perform its obligations under this AgreementthisAgreement. 8.27.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier Vendor any right in any trade secrets, trademarks, trade names, know-how, certifications or other intellectual property licensed to the Supplier Vendor by the Company or its Affiliates Aflliates (the “Intellectual Property”) and all use thereof by Supplier Vendor shall inure to the benefit of the Company and its AffiliatesAflliates, and the Supplier Vendor shall not, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier Vendor acknowledges that the Company and its Affiliates Aflliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates Aflliates associated with the Intellectual Property or otherwise jeopardise the Company or its AffiliateAflliate’s rights over the Intellectual Property. 8.37.3. The Supplier Vendor agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history of a Reseller; (vi) software, documentation, hardware equipment devicesdevises, tools and (vii) any information infor- mation concerning the organisation, finance, transactions or affairs of the Company or its Affiliates Aflliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of the Company and its Affiliates Aflliates and shall not be disclosed by the Supplier Vendor to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its AffiliatesAflliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event even the ownership own- ership of any Confidential Information does not automatically vest in the Company or its Affiliates Aflliates by virtue of this Agreement, or otherwise, and vests in the Supplier Vendor instead, the Supplier Vendor hereby transfers and assigns to the Company or its AffiliatesAflliates, upon the creation thereof, all rights, title and interest the Supplier Vendor may have in and to such Confidential Information (and waives any and all moral rights, as applicable), including the right to xxx and recover for past, present and future violations thereof. 8.47.4. The Supplier Vendor agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform the SupplierVendor’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.57.5. The Supplier Vendor acknowledges that the Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its AffiliatesAflliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury to the Company. Accordingly, the Parties acknowledge and agree that as the breach or threatened breach of Clause 7.3 by the Supplier Vendor would result in irreparable damage to the Company or its Affiliates Aflliates which cannot be adequately compensated by monetary relief alone, and that the Company or its Affiliates Aflliates shall be entitled to seek injunctive relief from an appropriate court of law. 8.67.6. Upon the Supplier Vendor discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates Aflliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.77.7. The provisions of this Clause 7 6 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.17.1. During the Term, the Supplier Vendor hereby grants to the Company and its Affiliates a limited, non- non‐ exclusive and non-transferable non‐transferable license for the use of and to display the SupplierVendor’s name, trademarks, brand name, company name, business associates etc., and all intellectual property pertaining to the Products, including any Product details, logos, images, trademarks and brand names in order to perform its obligations under this Agreement. 8.27.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier Vendor any right in any trade secrets, trademarks, trade names, know-howknow‐how, certifications or other intellectual property licensed to the Supplier Vendor by the Company or its Affiliates (the “Intellectual Property”) and all use thereof by Supplier Vendor shall inure insure to the benefit of the Company and its Affiliates, and the Supplier Vendor shall not, now or in the future, apply for or contest the validity of any Intellectual Property or apply for or use any term or xxxx confusingly similar to any Intellectual Property. The Supplier Vendor acknowledges that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property. 8.37.3. The Supplier Vendor agrees and undertakes that the (i) Intellectual Property; (ii) Data; (iii) identity of the ResellerBuyer; (iv) information pertaining to the Products sold to the ResellerBuyer; (v) buying history of a ResellerBuyer; (vi) software, documentation, hardware equipment devicesdevises, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of the Company and its Affiliates and shall not be disclosed by the Supplier Vendor to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event even the ownership of any Confidential Information does not automatically vest in the Company or its Affiliates by virtue of this Agreement, or otherwise, and vests in the Supplier Vendor instead, the Supplier Vendor hereby transfers and assigns to the Company or its Affiliates, upon the creation thereof, all rights, title and interest the Supplier Vendor may have in and to such Confidential Information (and waives any and all moral rights, as applicable), including the right to xxx and recover for past, present and future violations thereof. 8.47.4. The Supplier Vendor agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform the SupplierVendor’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.57.5. The Supplier Vendor acknowledges that the Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury to the Company. Accordingly, the Parties acknowledge and agree that as the breach or threatened breach of Clause 7.3 by the Supplier Vendor would result in irreparable damage to the Company or its Affiliates which cannot be adequately compensated by monetary relief alone, and that the Company or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of law. 8.67.6. Upon the Supplier Vendor discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.77.7. The provisions of this Clause 7 6 shall survive the termination of this Agreement.

Intellectual Property and Confidentiality. 8.1. During 9.1 Any information, property or materials in whatever form or format furnished by Buyer directly or indirectly to Seller to facilitate performance under the Term, the Supplier hereby grants to the Company and its Affiliates a limited, non- exclusive and non-transferable license for the use of and to display the Supplier’s name, trademarks, brand name, company name, business associates etc.Purchase Order, and all intellectual property pertaining to the Products, including any Product details, logos, images, trademarks and brand names in order to perform its obligations under this Agreement. 8.2. The Parties agree that this Agreement will not be deemed by implication or otherwise to grant to the Supplier any right in any trade secrets, trademarks, trade namesinvention, know-how, certifications design or copyright arising from development of any Goods or Equipment specifically produced for Buyer by Seller, shall (i) belong exclusively to Buyer, (ii) be held in strict confidence during and after the term of the Purchase Order by Seller and not transferred by Seller to any third party without Buyer’s prior written consent, and (iii) be used exclusively by Seller to complete the Purchase Order. Any Buyer-furnished property and materials shall be at Seller’s risk and maintained in good order and condition from the time of dispatch from Buyer’s premises until returned thereto along with any Buyer- furnished information, copies and reproductions thereof, which shall be returned to Buyer within five (5) days after completion, termination, or cancellation of the Purchase Order. Seller shall co-operate with Buyer as required to give full effect to this provision. 9.2 Except insofar as attributable to fault of Buyer, Seller agrees to indemnify and hold Buyer harmless from and against any loss, liability, damage or claim including, but not limited to, legal costs incurred by Buyer as a result of the infringement or alleged infringement of any patent rights, registered or unregistered design, copyright, trade xxxx or name or any other intellectual property licensed rights relating to the Supplier by the Company or its Affiliates (the “Intellectual Property”) and all use thereof by Supplier shall inure to the benefit performance of the Company and Purchase Order. Further, at Buyer’s option, Seller shall defend at its Affiliates, and the Supplier shall not, now or in the future, apply for or contest the validity of own expense any Intellectual Property or apply for or use any term or xxxx confusingly similar claim which would allow Buyer to any Intellectual Propertyinvoke such indemnity. The Supplier acknowledges that the Company and its Affiliates are the owner of the Intellectual Property and also undertakes not to challenge, directly or indirectly, the rights of the Company or its Affiliates associated with the Intellectual Property or otherwise jeopardise the Company or its Affiliate’s rights over the Intellectual Property.foregoing indemnity is conditional upon 8.3. The Supplier agrees and undertakes that the (i) Intellectual Property; prompt written notice of any claim to Seller if a claim is made against Buyer, and (ii) Data; (iii) identity reasonable cooperation and assistance by Buyer in the defence and settlement of such claim at the Reseller; (iv) information pertaining to the Products sold to the Reseller; (v) buying history expense of a Reseller; (vi) softwareSeller. If any Goods or Services become, documentation, hardware equipment devices, tools and (vii) any information concerning the organisation, finance, transactions or affairs of the Company or its Affiliates (whether conveyed in written, oral or in any other form) (collectively the “Confidential Information”) shall be the exclusive property of the Company and its Affiliates and shall not be disclosed by the Supplier Buyer's reasonable opinion are likely to any third Person or used for any purpose other than to perform the obligations under this Agreement, except as required under Applicable Law or with the prior written consent of the Company or its Affiliates. All Confidential Information shall only be used in a manner consistent with the intention and the spirit of the Agreement. In the event the ownership of any Confidential Information does not automatically vest in the Company or its Affiliates by virtue of this Agreement, or otherwise, and vests in the Supplier insteadbecome, the Supplier hereby transfers and assigns to the Company or its Affiliatessubject of an infringement claim, upon the creation thereof, all rights, title and interest the Supplier may have in and to such Confidential Information Seller shall at Buyer’s discretion either (and waives any and all moral rights, as applicable), including a) procure for Buyer the right to xxx and recover for pastcontinue the use thereof, present and future violations thereofor (b) replace or modify the same so that it becomes non-infringing (provided that the same level of functionality is maintained). 8.4. The Supplier agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform the Supplier’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality that are at least as stringent as those contained herein; or (ii) as required by any Applicable Law, provided that, if legally permitted, the receiving Party shall give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. 8.5. The Supplier acknowledges that the Confidential Information constitutes unique, valuable and special trade secret and business information of the Company and its Affiliates, and that any disclosure thereof (otherwise than as provided for herein) may cause irreparable injury to the Company. Accordingly, the Parties acknowledge and agree that as the breach or threatened breach of Clause 7.3 by the Supplier would result in irreparable damage to the Company or its Affiliates which cannot be adequately compensated by monetary relief alone, and that the Company or its Affiliates shall be entitled to seek injunctive relief from an appropriate court of law. 8.6. Upon the Supplier discovering a breach of the confidentiality obligations by its personnel, it shall immediately inform the Company and its Affiliates of the same and take all steps necessary to mitigate such breach of confidentiality. 8.7. 9.3 The provisions of this Clause 7 clause 9 shall survive the expiration, cancellation or termination of this AgreementPurchase Order.