Intellectual property. Supplier understands that any IPR owned by, or licensed to, Purchaser or its Affiliates ("Purchaser's IPR are valuable assets. Any Purchaser's IPR shared with Supplier in connection with this PO will be used by Supplier only on Goods or Services provided under this PO. In order to ensure preservation of Purchaser's IPR, Supplier undertakes not to sell or otherwise distribute Goods or deliverables bought under this PO that use any Purchaser's IPR to anyone other than Purchaser or its Affiliates without Purchaser's prior written approval. No provision of this PO will be interpreted as granting any explicit or implicit license, title or other right over Purchaser's IPR to the benefit of the Supplier, unless established in this PO or otherwise expressly agreed in writing.
(i) not to use directly or indirectly the Developed IPR for any purpose other than the performance of this PO, unless it has obtained the prior written consent of the Purchaser, and
(ii) to keep the Developed IPR confidential and not to register any protection for the Developed IPR. Supplier warrants that any deliverables generated, made, conceived, developed or written by or on behalf of Supplier (either individually or in collaboration with others) under this PO, including any tangible and intangible work product, sketches, drawings, designs, pictures, films, photos, images, recordings, videos, music, plans, technical drawings, inventions, discoveries, improvements, know-how, computer programs, including any source and object codes, and any other creation or documentation, will be original work, and that all works generated and the provision of the Goods or the Services under this PO and the use or exploitation of the deliverables by Purchaser or its Affiliates will not infringe any rights of third parties including any IPR belonging to third parties. Any IPR owned by, or licensed to, Supplier or its Affiliates prior to this PO or developed independently from this PO ("Supplier's IPR") is and will remain the exclusive ownership of the Supplier. If any Supplier's IPR, including any software, source code or object code, are necessary for the utilization of the Goods or the Services by Purchaser or its Affiliates, Supplier hereby grants Purchaser and its Affiliates a worldwide, non-exclusive, fully paid up, irrevocable and perpetual license to use such rights to the extent necessary to fully exploit or use the Goods or the Services. Supplier represents that it has fully investigated all Specifications and, based upon such investigation and its past experience and superior knowledge with respect to...