Common use of Intellectual Property Rights to Services and Information Clause in Contracts

Intellectual Property Rights to Services and Information. Except for the limited licenses granted herein, Secondary, the Services and any proprietary rights therein, are the property of Primary and its licensors. Subject to the licenses granted to the Company hereunder, Primary will retain the patents, trademarks, corporate logos, service marks, trade and service names, copyrights, topography rights, database rights and design rights whether or not any of them are registered and including applications for any of them, trade secrets and rights of confidence; all rights or forms of protection of a similar nature or having similar or equivalent effect to any of them that exist anywhere in the world from time to time contained in the Services, as provided by Primary or its affiliates to the Company. The Services, including, without limitation, any and all intellectual property rights inherent therein or appurtenant thereto, shall, as between the parties, be and remain the sole and exclusive property of Primary. The Company shall not, by act or omission, diminish or impair in any manner the acquisition, maintenance, and full enjoyment by Primary, its licensees, transferees and assignees, of the proprietary rights of Primary in the Services. Except with the express written permission of Primary, the Company will not copy, modify, adapt, translate, distribute, reverse engineer, decompile, or disassemble any aspect of the Services. In particular, the Company acknowledges that the ticker symbol to be used on Secondary is the property of Primary, which alone has the right to determine assignment, use and placement of such symbol. The Company acknowledges and agrees that Primary has proprietary rights in certain names, including, but not limited to, “Primary” and “Secondary”. The Company shall not use these names in any way that would infringe upon such names and shall not use these names in any advertising or marketing materials, except with Primary’s prior written consent. The Company acknowledges and agrees that Primary has proprietary rights in certain corporate logos, trademarks, service marks, copyrights or patents, registered or unregistered, and the Company shall not use these corporate logos, trademarks, service marks, copyrights or patents, registered or unregistered, in any way that would infringe upon such logos, marks, copyrights or patents. Primary acknowledges and agrees that the Company has proprietary rights in the Company's name and Primary shall not use the corporate name in any way that would infringe upon such name. Primary acknowledges and agrees that the Company has proprietary rights in certain corporate logos, trademarks, service marks, copyrights or patents, registered or unregistered, and Primary shall not use these trademarks, service marks, copyrights or patents, registered or unregistered, in any way that would infringe upon such marks, copyrights or patents. Notwithstanding the foregoing, Primary may include the name or logo of the Company in any advertising, marketing materials or publicity releases describing the Company as Secondary company and a user of the Services. Primary shall respond promptly to claims of intellectual property infringement, shall promptly investigate notices of alleged infringement and will take appropriate actions under applicable intellectual property laws in response to such infringements. To the extent that Primary offers functionality permitting the posting of Company information, in the event that Primary receives information claiming that any content or information posted on Secondary infringes the intellectual property of some person, Primary may attempt to contact the Company in order to give the Company an opportunity to respond to the notice of infringement. Any and all responses to the notice of infringement will be furnished to the complaining party. Primary will give the complaining party an opportunity to seek judicial relief prior to restoring any content as a result of the response to the notice of infringement. Notices of any claimed infringement should be sent to Primary’s Compliance Officer. Please put NOTICE OF INFRINGEMENT in the subject line of all such notifications.