The Company is and shall be, the sole and exclusive owner of all right, title and interest throughout the world in and to all of the Work Product, including all Intellectual Property Rights therein. The Consultant acknowledges and agrees that all Work Product is “work made for hire” for the Company under the copyright Laws of the U.S. or analogous provisions of applicable Laws outside the U.S. If, for any reason, any of the Work Product does not constitute a “work made for hire,” the Consultant hereby irrevocably transfers, assigns and coveys to the Company, in each case without additional consideration and free and clear of all liens, claims or other encumbrances, all right, title and interest throughout the world in and to the Work Product, including all Intellectual Property Rights therein. Any assignment of copyrights under this Agreement includes all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as “moral rights” (collectively, “ Moral Rights ”). The Consultant hereby irrevocably waives, to the fullest extent permitted by applicable Law, any and all claims the Consultant may now or hereafter have in any jurisdiction to any Moral Rights with respect to the Work Product. The Consultant shall make full and prompt disclosure to the Company of all Work Product. The Consultant shall not disclose to any Person (other than the Company or any of its Affiliates) the nature or details of any Work Product without the prior written consent of the Company. Upon the request of the Company, the Consultant shall promptly take such further actions, including execution and delivery of all appropriate instruments of conveyance, as may be necessary to assist the Company (or its designated Affiliates) to prosecute, register, perfect, record or enforce its rights in any Work Product. In the event the Company is unable, after reasonable effort, to obtain the Consultant’s signature on any such documents, the Consultant hereby irrevocably designates and appoints the Company as the Consultant’s agent and attorney-in-fact, to act for and on the Consultant’s behalf solely to execute and file any such application or other document and do all other lawfully permitted acts to further the prosecution and issuance of patents, copyrights or other intellectual property related to the Work Product with the same legal force and effect as if the Consultant had executed them. The Consultant agrees that such power of attorney is coupled with an interest. The Consultant has no right or license to (a) use, publish, reproduce, prepare derivative works based upon, distribute, perform, or display any Work Product or (b) use the trademarks, service marks, trade names, logos, symbols or brand names of the Company or any of its Affiliates. The Consultant shall require each of the Consultant’s employees or subcontractors (if applicable) to execute written agreements securing for the Company the rights provided for in this Section 4.2 prior to such employee or subcontractor providing (or being involved in the provision of) any Services under this Agreement.