PEAK6 agrees that any and all Work Product (other than Background Technology) shall be the sole and exclusive property and Confidential Information of the Company.  To the extent that such Work Product may not be considered “work made for hire,” and except for PEAK6’s rights in the Background Technology or any third party rights in any Third Party Technology (as such terms are defined below), PEAK6 hereby irrevocably assigns and agrees to assign to the Company all right, title and interest worldwide in and to such Work Product (whether currently existing or conceived, created or otherwise developed later), including, without limitation, all copyrights, trademarks, trade secrets, patents, industrial rights and all other intellectual and proprietary rights related thereto (the “ Proprietary Rights ”), effective immediately upon the inception, conception, creation or development thereof.