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II. RESTRICTIONS
A. Except for the express written consent of OWNER, RECIPIENT agrees:
1. Not to use or disclose to another person or entity any confidential information of OWNER;
2. Not to make, or cause to be made, any copies, facsimiles or other reproductions including
data files of any documents containing confidential information of OWNER; and
3. To use all other reasonable means to maintain the secrecy and confidentiality of the
confidential information of OWNER.
B. RECIPIENT further agrees, at the request of OWNER:
1. To immediately return to OWNER all of the items in the possession of RECIPIENT which
relate to or which disclose in whole or in part any confidential information of OWNER; and
2. To refrain from using or disclosing to any other person or entity any confidential
information of OWNER.
III. INTELLECTUAL PROPERTY
A. Title and Copyright Assignment
1. All products and results of RECIPIENT’S services rendered hereunder (the "Work") are
works made for hire. RECIPIENT acknowledges and agree that the Work (and all rights
therein, including, without limitation, copyrights) belongs to and shall be the sole and
exclusive property of OWNER.
2. Not withstanding the foregoing, RECIPIENT also hereby assigns and transfers to
OWNER, its successors and assigns, the entire right, title, and interest in and to all
copyrights in the Work; all registrations and copyright applications relating thereto and all
renewals and extensions thereof; all works based upon, derived from, or incorporating the
Work; all income, royalties, damages, claims and payments now or hereafter due or payable
with respect thereto; all causes of action, either in law or in equity for past, present, or
future infringement based on the copyrights; and all rights corresponding to the foregoing
throughout the world.
3. If the Work is one to which the provisions of 17 U.S.C. § 106A apply, RECIPIENT
hereby waives and appoints OWNER to assert on RECIPIENT’S behalf RECIPIENT’S moral
rights or any equivalent rights regarding the form or extent of any alteration to the Work
(including, without limitation, removal or destruction) or the making of any derivative
works based on the Work, including, without limitation, photographs, drawings or other
visual reproductions or the Work, in any medium, for OWNER'S purposes.
4. RECIPIENT agrees to execute all papers and to perform such other proper acts as OWNER
may deem necessary to secure for OWNER or its designee the rights herein assigned.
B. Patent Assignment
1. RECIPIENT may invent new, original, and ornamental or useful inventions in the course
of or related to RECIPIENT’S business relationship with OWNER ("the Inventions").
2. RECIPIENT hereby assigns and/or transfers to OWNER, its successors or assigns,
the entire right, title, and interest in and to said Inventions, and any patent and
patent applications deriving there from for any such invention in the United States and