3.10Ownership of Proprietary Property. Manager retains ownership of and reserves all Intellectual Property Rights relating to the Proprietary Property. To the extent that Owner has or obtains any claim to any right, title or interest in the Proprietary Property, including, without limitation, in any suggestions, enhancements or contributions that Owner may provide regarding the Proprietary Property, Owner hereby assigns and transfers exclusively to Manager all right, title and interest, including, without limitation, all Intellectual Property Rights, free and clear of any liens, encumbrances or licenses in favor of Owner or any other party, in and to the Proprietary Property. In addition, Owner will perform, at no material out-of-pocket cost to Owner, any acts that may be deemed reasonably desirable by Manager to evidence more fully the transfer of ownership of right, title and interest in the Proprietary Property to Manager, including but not limited to the execution of any instruments or documents now or hereafter requested by Manager to perfect, defend or confirm the assignment described herein, in a form reasonably determined by Manager. Without limiting the generality of the foregoing, Owner acknowledges and agrees that the name “CWS”, “Marquis”, “Marq” and “M at ” and any logo, service mark, trade name, trademark, trade dress, logo, characterization or name utilizing “CWS”, “Marquis”, “Marq” and “M at ” and/or the stylized “M”, and all domain names, websites, social media accounts and all user names and password account information necessary for accessing and controlling said websites and social medic accounts (collectively, the “Property Marks”) constitute Proprietary Property. Notwithstanding the foregoing, subject to entering into a license agreement with Manager (the “License Agreement”), Owner may use certain of the Property Marks (excluding the name “CWS” and all related Intellectual Property Rights) so long as Manager is the property manager of the Property and this Agreement remains in full force and effect.