Statement of Work (SoW) - IP Ownership Election (Scenario A)

1. IP Ownership Election

For the purposes of clause 8.2 of the Master Services Agreement, the Parties elect Scenario A (Customer Ownership Regime) under clause 8.3 as the applicable IP Ownership Election for this Statement of Work accordingly:

(a) all Foreground IP created under this Statement of Work shall vest in and be owned by the Customer (Cardano Development Holdings) automatically upon creation, and the Supplier assigns such Foreground IP to the Customer in accordance with clause 8.3(i);

(b) the Supplier shall, at the Customer’s request, execute such further documents and take such steps as are reasonably required to perfect, record or enforce that assignment in accordance with clause 8.3(ii); and

(c) the only Background IP licensed to the Customer under clause 8.3(iii) is the Background IP listed in the Background IP Schedule below. Any Background IP not so listed shall, in accordance with clause 8.2, be treated as Foreground IP and owned by the Customer.

2. Background IP Schedule

The following Background IP of the Supplier is identified and scheduled for the purposes of clause 8.2 of the Master Services Agreement. The Supplier grants the Customer a perpetual, irrevocable, worldwide, fully paid-up, non-exclusive, royalty-free licence to use, reproduce, modify, distribute and sub-licence the Background IP listed below to the extent incorporated in or necessary for the use of the Deliverables (clause 8.3(iii)).