10 Patents and copyright
10.1 In order to safeguard Philips against any liability for patent infringement where the Goods supplied or any part or component in the Goods, or the use of any such Goods, parts or components are subject to a patent (whether held by Philips or otherwise), the Customer shall only use patented goods, parts or components for the purposes, in the manner and places, or as such parts or components of specific products, as may be specified by Philips, or if not specified as may be agreed between Philips and the Customer. Where a claim is made or action brought against the Customer for infringement of patents in respect of the use or sale of the Goods or any part in them, the Customer shall immediately notify Philips, and Philips shall be entitled at its own expense and with the Customer's assistance if requested, to conduct, with Philips’ own lawyers and experts, all negotiations for settlement of, and/or any litigation arising from, any claim or action. No admission of liability shall be made by the Customer nor shall it incur any expense without Philips’ written consent. Philips assumes no liability for infringement of patent rights covering any combination of any Goods with any product, whether or not supplied by Philips, or any method or process in which any Goods may be used. Furthermore, Philips shall not be liable for any patent right infringement arising from compliance with the Customer’s design, specification or instruction except to the extent that the infringement arises from the manufacturing process employed by Philips.
10.2 Where software or documentation is embedded in or delivered with the Goods, the sale of the Goods shall not constitute a transfer of title in the same to the Customer but shall only imply a non-exclusive and non-transferable licence under Philips’ intellectual property rights to use the same with, and as embedded in or delivered with, the Goods as supplied by Philips.
10.3 The Customer shall not:
10.3.1 modify, adapt, alter, translate or create derivative works from any software embedded in or provided by Philips with the Goods;
10.3.2 assign, sub-license, lease, rent, loan, transfer, disclose or otherwise make available such software;
10.3.3 merge or incorporate such software with or into any software, or
10.3.4 reverse, assemble, decompile, disassemble or otherwise attempt to derive the source code for such software, except as expressly permitted under English law. Customer shall reproduce, without any amendments or changes, any proprietary rights legends of Philips and/or its affiliates or its third party suppliers in any software or documentation provided by Philips. Licence terms of third parties may apply.
10.4 All descriptions, drawings, software or other information supplied by Philips will remain Philips’ property together with the copyright in them.