Common use of Protection of IP Clause in Contracts

Protection of IP. Each Group Company has taken all necessary measures to protect, maintain and safeguard Company Owned IP and made all applicable filings, registrations and payments of fees in connection with the foregoing. Without limiting the foregoing, to the Warrantors’ knowledge, all current and former officers, employees, consultants and independent contractors of any Group Company and all suppliers, customers, distributors and other third parties having access to material Company Owned IP have executed and delivered to such Group Company an agreement requiring the protection of such Company Owned IP. To the extent that any Company Owned IP has been developed or created independently or jointly by an independent contractor or other third party for any Group Company and is incorporated into any products or services of any Group Company, such Group Company has a written agreement with such independent contractor or third party and has thereby obtained exclusive ownership of or exclusive license to such independent contractor’s or third party’s Intellectual Property in such work, material or invention by operation of law or valid assignment or license. To the Warrantors’ knowledge, none of the Group Companies’ trade secrets or confidential information have been disclosed to another Person, except pursuant to written confidentiality obligations.