Intellectual Property Policy

1. Purpose

The purpose of this Intellectual Property (IP) Policy is to establish comprehensive guidelines for the protection, management, and utilization of intellectual property shared by clients with Frigate Manufacturing (the “Company”). This policy aims to ensure the effective and secure handling of IP assets to support the strategic objectives of the Company and its clients, foster innovation, and protect the interests of all stakeholders involved. It also seeks to ensure compliance with relevant laws and regulations in the United States and India.

By adhering to this policy, Frigate Manufacturing aims to:

Safeguard Client IP: Implement robust measures to protect the intellectual property of clients, ensuring confidentiality, integrity, and availability.
Enhance Innovation: Foster an environment that encourages the creation and development of new ideas and technologies.
Ensure Compliance: Maintain adherence to national and international laws and regulations governing intellectual property.
Strengthen Partnerships: Build and maintain trust with clients, partners, and stakeholders by demonstrating a commitment to IP protection.

2. Scope

This policy applies to all employees, contractors, partners, and clients involved in the creation, management, or use of intellectual property within the Company. It covers all types of IP shared by clients, including but not limited to manufacturing drawings, designs, patents, trademarks, copyrights, and trade secrets.

The scope of this policy includes:

Internal Stakeholders: Employees and contractors who interact with client IP as part of their job responsibilities.
External Stakeholders: Clients, partners, and vendors who collaborate with the Company on projects involving IP.
All IP Forms: Protection of all forms of intellectual property, irrespective of the medium or format.

3. Definitions

To ensure clarity and understanding, the following key terms are defined:

Intellectual Property (IP): Includes inventions, patents, trademarks, copyrights, trade secrets, designs, and other creations of the mind that have commercial value. IP represents a significant business asset, providing competitive advantages and fostering innovation.
Manufacturing Drawings: Detailed technical drawings that specify the dimensions, materials, and processes required to manufacture a product. These documents are critical to the manufacturing process and must be protected from unauthorized access and use.
Invention: Any new and useful process, machine, manufacture, or composition of matter, or any new and useful improvement thereof. Inventions are the result of creativity and problem-solving and can be protected through patents.
Patent: A legal right granted for an invention, giving the patent holder exclusive rights to use, make, sell, and distribute the invention. Patents provide a temporary monopoly, incentivizing innovation by allowing inventors to recoup their investment.
Trademark: A sign capable of distinguishing the goods or services of one enterprise from those of other enterprises. Trademarks include words, logos, symbols, and designs and serve as brand identifiers.
Copyright: Legal rights given to the creator of original works of authorship, including literary, dramatic, musical, and artistic works. Copyright protection enables creators to control the use of their works, preventing unauthorized reproduction and distribution.
Trade Secret: Information that is not generally known to the public and provides a business advantage over competitors who do not know or use it. Trade secrets include formulas, practices, processes, designs, instruments, and patterns.

4. Legal Framework

4.1. United States IP Laws

Patents: Governed by the United States Patent and Trademark Office (USPTO). Title 35 of the United States Code outlines the laws related to patents.
Trademarks: Governed by the Lanham Act, codified in Title 15 of the United States Code.
Copyrights: Governed by the Copyright Act of 1976, codified in Title 17 of the United States Code.
Trade Secrets: Governed by the Defend Trade Secrets Act (DTSA) of 2016 and the Uniform Trade Secrets Act (UTSA) as adopted by individual states.

4.2. Indian IP Laws

Patents: Governed by the Patents Act, 1970, and administered by the Office of the Controller General of Patents, Designs and Trade Marks.
Trademarks: Governed by the Trade Marks Act, 1999.
Copyrights: Governed by the Copyright Act, 1957.
Trade Secrets: India does not have a specific trade secret law; protection is provided through contract law and common law principles.

5. Protection of Client IP

5.1. Confidentiality Agreements

The Company will enter into Non-Disclosure Agreements (NDAs) with clients to ensure the confidentiality of shared IP.
All employees, contractors, and partners involved in handling client IP must sign NDAs as a condition of their engagement.
NDAs will be drafted to comply with both U.S. and Indian legal requirements.

5.2. Secure Handling and Storage

The Company will implement measures to protect client IP, including secure storage solutions, access controls, and data encryption.
Physical and digital security protocols will be regularly reviewed and updated to protect against unauthorized access, loss, or theft.
Compliance with the U.S. Federal Information Security Management Act (FISMA) and India’s Information Technology Act, 2000 will be ensured.

5.3. Restricted Access

Access to client IP will be restricted to authorized personnel only.
Employees and contractors will receive training on the importance of IP protection and the specific protocols to follow.
The Company will implement access control measures in compliance with ISO/IEC 27001 standards.

5.4. No Sharing Policy

The Company will not share client IP with any third party without explicit written consent from the client.
All requests for access to client IP will be documented and subject to approval by the client.

6. Client-Centered IP Management

6.1. Collaborative IP Creation

The Company works closely with clients to ensure that any IP created in collaboration meets their specific needs and objectives.
All IP created in collaboration with clients will be governed by mutually agreed-upon terms, ensuring clear ownership and usage rights.

6.2. IP Ownership

IP ownership will be determined based on the contributions of each party and formalized through contracts.
The Company will ensure that all agreements with clients clearly outline IP ownership, rights, and responsibilities.

7. IP Management and Commercialization for Clients

7.1. IP Portfolio Management

The Company assists clients in managing their IP portfolios to ensure their assets are protected and leveraged effectively.
Regular audits and evaluations are conducted to keep the portfolio up-to-date and aligned with strategic goals.
The Company will ensure compliance with the USPTO and Indian Patent Office regulations.

7.2. Commercialization

The Company supports clients in commercializing their IP through licensing, partnerships, or direct exploitation.
All commercialization activities are conducted in compliance with applicable laws and regulations, including antitrust and competition laws in the U.S. and India.

8. IP Infringement and Enforcement

8.1. Monitoring and Detection

The Company monitors the market for potential infringements of clients’ IP.
Any suspected infringement is reported promptly, and the Company provides support in investigating and addressing the issue.
The Company will use advanced IP monitoring tools and technologies to ensure timely detection of infringements.

8.2. Enforcement

The Company assists clients in taking appropriate legal action to enforce their IP rights against infringers.
Cooperation from all parties involved is required to ensure effective enforcement.
The Company will collaborate with legal experts in the U.S. and India to ensure robust enforcement of IP rights.

9. Responsibilities

Employees and Contractors: Must comply with this policy, disclose any IP created, and assist in protection and enforcement efforts. They must also respect the IP rights of clients and avoid activities that may infringe on those rights.
Management: Responsible for implementing this policy and ensuring compliance. Management must also promote awareness and understanding of the IP policy among employees, contractors, and clients.
Legal Department: Responsible for IP registration, management, and enforcement. The legal department will provide guidance and support on IP-related matters and ensure that the Company’s IP practices comply with applicable laws and regulations.

10. Confidentiality

All information related to the Company’s and clients’ IP must be treated as confidential. Employees, contractors, and clients must sign confidentiality agreements where necessary. The Company will implement measures to ensure the confidentiality of sensitive information, including access controls, data encryption, and regular training on confidentiality protocols.

11. Review and Amendments

This policy shall be reviewed periodically and may be amended as necessary to reflect changes in laws, regulations, or the strategic direction of the Company and its clients. Reviews will be conducted by the legal department in consultation with other relevant departments and clients. Any amendments must be approved by the Company’s Board of Directors.

12. Handling of File Uploads on the Website

To ensure the secure handling of IP-related file uploads on the Company’s website, Frigate Manufacturing implements the following measures:

12.1. Secure File Transfer Protocols

Encrypted Uploads: All file uploads to the Company’s website must be encrypted using Secure Socket Layer (SSL) or Transport Layer Security (TLS) protocols to ensure the confidentiality and integrity of data during transfer.

12.2. Access Control

Role-Based Access: Access to uploaded files is restricted based on user roles. Only authorized personnel will have access to files containing IP information.
Access Logs: All access to uploaded files will be logged, and regular audits will be conducted to monitor and review access patterns.

12.3. File Storage and Management

Secure Storage: Uploaded files will be stored in secure, encrypted storage solutions to protect against unauthorized access. Data encryption will comply with industry standards such as AES-256.
Regular Backups: Regular backups of uploaded files will be performed to ensure data recovery in case of accidental deletion or data corruption. Backups will also be encrypted and securely stored.

12.4. Virus and Malware Scanning

Automatic Scanning: All uploaded files will be automatically scanned for viruses, malware, and other security threats using industry-leading antivirus software.
Quarantine Procedures: Any suspicious files detected during scanning will be quarantined and reviewed by IT security personnel before being allowed into the system.

12.5. User Guidelines and Training

Guidelines for Uploads: Clear guidelines will be provided to users on how to securely upload files, including acceptable file formats and size limits.
Training: Regular training sessions will be conducted for employees and contractors on the proper procedures for handling and uploading IP-related files.

12.6. Data Retention and Deletion

Retention Policies: Uploaded files will be retained according to the Company’s data retention policies. Files will be securely deleted when no longer needed.
Secure Deletion: Secure deletion methods will be used to ensure that deleted files cannot be recovered, complying with standards such as DoD 5220.22-M.

12.7. Compliance with Legal and Regulatory Requirements

U.S. Compliance: File handling procedures will comply with U.S. laws and regulations, including the Federal Information Security Management Act (FISMA).
Indian Compliance: File handling procedures will comply with Indian laws and regulations, including the Information Technology Act, 2000 and related data protection rules.

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