Volunteer Proprietary Property Acknowledgement

PROPRIETARY PROPERTY ACKNOWLEDGEMENT

, (“Volunteer”) by signing this Agreement (“Agreement”), assent to the following terms and conditions, if and when they apply, in exchange for ten dollars and other good and valuable consideration.

Ownership.

(a)           Volunteer hereby irrevocably assigns and transfers to Boxing, Guns and Hoses of San Antonio (“BGH”) all present and future Intellectual Property Rights forming any part of or resulting from: (i) Services provided by Volunteer, (ii) Deliverables and (iii) any information, works, drawings, documents, designs, specifications, graphics, data, discoveries, improvements, processes, methods, inventions, works of authorship, creative works, ideas, knowledge, know-how, content and other tangible and intangible materials, in whatever form and whether existing singularly or in combination with other materials, which were authored, created or developed, solely or collaboratively with others, by Volunteer for BGH prior to, on or after the date this Agreement is signed (collectively “BGH Proprietary Property”). Volunteer acknowledges that all rights, title and interest in and to BGH Proprietary Property are and will be the sole and exclusive property of BGH. To the extent permitted by the Federal Copyright Act of 1976 (the “Act”), all aspects of the BGH Proprietary Property subject to the Act and all work in process in connection therewith shall be considered “works made for hire” within the meaning of the Act so that BGH is the “author” within the meaning of the Act. At BGH request, Volunteer shall take all steps necessary to formally evidence the assignment made herein and otherwise to enable BGH to protect and enforce its rights in BGH Proprietary Property, including without limitation, the execution and delivery of all instruments requested by BGH to secure or protect its rights in and to the BGH Proprietary Property.

(b)         It is agreed that BGH will have the right to sell, assign, license or otherwise transfer any and all BGH Proprietary Property or any interest therein, freely with no restrictions. Volunteer agrees to cooperate with and assist BGH, at BGH’s expense, as BGH may so require, in order to export or transfer any portion of such BGH Proprietary Property, to the extent permitted by applicable law, to any other country.

(c)           If, despite the foregoing terms of this Agreement, Volunteer is deemed under any applicable law to retain any rights in the BGH Proprietary Property (including, without limitation, moral rights), Volunteer hereby waives any and all such rights therein. To the extent that such waiver is deemed unenforceable under applicable law.

No Ownership Rights and No License in BGH Proprietary Property.

(a)           Volunteer will not copy, reproduce, create derivative works based on, transfer, distribute, offer for sale, sell, license, lease, import, export, or reverse engineer, disassemble or decompile any prototypes, software or other tangible objects that embody the BGH Proprietary Property;

(b)         Volunteer will not use any BGH Proprietary Property in any way directly or indirectly detrimental to BGH or for any purpose other than solely in connection with the services Volunteer is providing or as otherwise approved in writing by BGH;

(c)           The BGH Proprietary Property will be the sole property of BGH. Volunteer will not claim any ownership interest in any BGH Proprietary Property;

(e)           Nothing in this Agreement, or the laws of any country or state, grant to Volunteer any right, title or interest in the BGH Proprietary Property; and

(f)           Volunteer acknowledges and agrees that nothing in this Agreement will work in any way to limit the rights and remedies of BGH, in law, equity or otherwise, with respect to any third party not a signatory to this Agreement.

Social Media and Electronic Accounts

If Volunteer creates any social media and/or electronic accounts in connection to the services Volunteer is providing to BGH, Volunteer will promptly provide up-to-date copies of all usernames, passwords, and related material to BGH. Volunteer shall take all steps necessary to provide such usernames, passwords, and related material even after Volunteers services have been rendered. Volunteer will not make any social media postings which are unlawful, disparaging, or defamatory, nor which violate the rights of privacy or publicity of any person.

Disclosure

Volunteer will promptly make a complete written disclosure to BGH of all BGH Proprietary Property conceived or first actually reduced to practice as a result of the services performed hereunder. As to all BGH Proprietary Property, Volunteer will specifically point out the features or concepts that Volunteer believes to be new or different.

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