INTELLECTUAL PROPERTY

This agreement licenses a package of right including patents, know how to and trade marks on a worldwide basis. Accordingly the licensee acknowledges NXT’s right to receive royalties for the full period during which the licensee continues to design , develop ,manufacture, assemble, fit, advertise, distribute, market, sell or use the licensed products under this agreement, notwithstanding that within some countries patents and/or trade marks may expire, may not proceed to grant or may not be applied for, the licensee acknowledges that the obligations and restrictions in this agreement are reasonable ,particularly in view of the licensee’s right under clause 10.2 to terminate this agreement at any time.

NXT shall not withdraw from the Orange Book any patents licensed to the Licensee under this Agreement which NXT has not abandoned, and which NXT is legally entitled to continue licensing to the Licensee. Any rights granted under this Agreement in relation to any IPR licensed by a third party to NXY shall automatically terminate upon termination of such third party licence to NXT.

Other than the rights expressly granted under this Agreement, the Licensee acknowledges that it shall not acquire or hold any rights in respect of the IPR, which shall at all times belong to NT and/or NT’s licensors. The Licensee also acknowledges that any goodwill resulting from its use of the licensed trade marks shall accrue to the benefit of NXT and, at the request of NXT, the Licensee shall promptly execute a confirmatory assignment of such rights to NXT.

At the request of NT, the Licensee shall provide all reasonable information and assistance to enable any of the IPR to be registered or maintained with any appropriate body. The Licensee shall also assist NXT in any public registration of this Agreement and authorizes NXT to cancel any such registration upon termination of this Agreement. NXT shall reimburse any reasonable expenses of the Licensee in relation to its obligations under this clause 5.4.