1. Purpose of the Policy

The purpose of this Intellectual Property (IP) Policy is to establish a framework for the protection, management, and utilization of intellectual property assets owned or used by BLMM E COMMERCE LLP (hereafter referred to as “the Company”). This policy ensures the safeguarding of the Company’s valuable IP, enhances its ability to compete in the marketplace, and fosters a culture of respect for intellectual property among all stakeholders, including employees, contractors, suppliers, and customers.

2. Scope and Applicability

This policy applies to all employees, contractors, suppliers, business partners, and any third party involved with the Company, including those engaged in design, manufacturing, research, marketing, or any other activities related to the creation and use of intellectual property. It covers all types of intellectual property rights, including patents, copyrights, trademarks, trade secrets, and industrial designs.

This policy applies to:

• Products: Furniture, home furnishings, textiles, and related accessories.
• Processes: Manufacturing techniques, assembly methods, logistics, and supply chain innovations.
• Software: Any software or technology developed or licensed for use in production, inventory management, and customer experience.
• Branding: Logos, marketing materials, website designs, product packaging, and advertising.

3. Ownership of Intellectual Property

• Employee-Generated IP: All intellectual property developed by employees during the course of their employment, including during normal work hours or using the Company’s resources (material, time, or facilities), will be considered the property of the Company. This includes inventions, designs, logos, written works, software, product improvements, and any other original works of authorship created by employees.
• Contractor-Generated IP: Intellectual property created by contractors, freelancers, or external consultants that are hired by the Company shall belong to the Company unless otherwise specified in a written agreement. All contractors are required to sign IP assignment agreements as part of their engagement contract, ensuring that all IP rights are transferred to the Company.
• Third-Party IP: The Company may occasionally use third-party intellectual property (e.g., materials, designs, technologies, or trademarks). In these cases, the Company must obtain proper licenses, rights, or permissions from the third-party rights holder. The terms of such usage must be clearly defined, and any infringement of third-party IP rights will not be tolerated by the Company.
• Intellectual Property Created in Collaboration: When the Company collaborates with third-party businesses, designers, or other entities, clear agreements will be made to determine the ownership of any intellectual property developed during the collaboration. Such agreements must address the use, distribution, and commercialization of any jointly developed IP.

4. Types of Intellectual Property

• Patents: Patents are used to protect innovative products, processes, or systems developed by the Company. The Company will file for patents to protect its inventions related to furniture designs, manufacturing processes, and any new product or technological advances that enhance the Company’s competitive edge. Employees are required to promptly disclose any potential inventions or ideas to the legal department, and the Company will assess whether such inventions should be patented. The Company will also defend its patents from infringement and actively monitor the market for any unauthorized use.

1. Patent Disclosure: Employees and contractors must complete a formal invention disclosure form for any patentable work. The legal team will assess the disclosure to determine if the innovation is patentable.
2. Patent Filing: If a decision is made to file a patent, the Company will determine the geographical jurisdictions where the patent should be filed (domestic or international).
3. Patent Maintenance: The Company will ensure that any granted patents are properly maintained by paying any necessary renewal fees.

• Design Rights (Industrial Designs): Design rights are applied to the aesthetic appearance of the Company’s products, including furniture shapes, textile patterns, and other visual elements. These design rights provide the Company with exclusive rights to the visual design features of its products.

1. Design Registration: The Company will register its designs with relevant design offices, ensuring legal protection for the unique appearance of its products.
2. Design Protection: The Company will actively monitor the marketplace for counterfeit or infringing designs and take appropriate legal action to protect its registered designs.

• Trademarks: Trademarks are distinctive signs, logos, names, and symbols used by the Company to distinguish its products and services. The Company will register its trademarks in all relevant jurisdictions and vigorously protect them against unauthorized use.

1. Trademark Registration: The Company will register its trademarks with the relevant national or international trademark offices to secure exclusive rights.
2. Trademark Enforcement: The Company will monitor and enforce its trademark rights through legal channels and initiate proceedings if necessary to prevent infringement or misuse.
3. Brand Guidelines: All employees and third parties involved in marketing or promoting the Company’s brand must adhere to the established brand guidelines to ensure the proper use of the trademarks.

• Copyrights:
  Copyright protection applies to original works of authorship created by the Company, including marketing materials, catalogs, promotional content, product manuals, software, and artistic works related to the Company’s products.

1. Copyright Registration: The Company will register its creative works with the copyright office to safeguard its rights.
2. Digital Content Protection: The Company will take steps to protect its online content, including images, videos, and other digital assets, from unauthorized use.
3. Copyright Enforcement: The Company will protect its copyrights against infringement and pursue any necessary legal actions to prevent unauthorized copying or distribution of its works.

• Trade Secrets and Know-How: The Company considers its proprietary knowledge, manufacturing techniques, product formulas, and supply chain processes as trade secrets. This information provides a competitive advantage and is critical to the Company’s success.

1. Confidentiality Agreements: All employees, contractors, and third parties with access to trade secrets are required to sign non-disclosure agreements (NDAs) that prohibit the disclosure or use of proprietary information.
2. Security Measures: The Company will implement appropriate physical, digital, and procedural safeguards to protect trade secrets from unauthorized access or use.
3. Employee Obligations: Upon termination, employees must return or destroy all confidential information and cease using the Company’s trade secrets.
4. IP Protection, Enforcement, and Management

• Monitoring and Enforcement: The Company will actively monitor potential infringement of its IP rights through regular market surveillance, online platforms, and competitor activities. If infringement is detected, the Company will take prompt action to protect its IP. Actions may include:

1. Sending cease-and-desist letters to infringers.
2. Filing formal complaints or litigation to stop the infringement.
3. Requesting removal of infringing content from online platforms.

• Legal Action: In cases of significant or ongoing IP infringement, the Company will consider legal proceedings to seek damages, injunctions, and any other remedies available under the law.
• Licensing and Partnerships: The Company may choose to license its intellectual property to third parties for additional revenue streams or collaborative ventures. The terms of any licensing agreements will be carefully negotiated to ensure fair compensation for the Company and preserve the exclusivity of the IP where necessary.

1. Licensing Agreements: The Company will ensure that all licensing agreements are documented in writing and specify the scope, duration, and financial terms.
2. Royalties and Payments: Any income derived from licensing IP will be closely monitored to ensure that it is appropriately compensated.
3. Confidentiality and Non-Disclosure Agreements (NDAs)

Employees and contractors who have access to sensitive or proprietary information are required to sign confidentiality and non-disclosure agreements (NDAs) to prevent unauthorized disclosure. The Company will take the following actions to protect confidential information:

1. Require NDAs for all employees, contractors, and partners involved in product development, design, or other sensitive activities.
2. Implement secure data storage and transmission protocols to protect confidential information.
3. Review and update NDAs periodically to address changing business needs and IP protection requirements.
4. Employee and Contractor Responsibilities

Employees and contractors are responsible for safeguarding the Company’s intellectual property and adhering to the IP policies. Their obligations include:

1. Disclosure of IP: Promptly disclosing any inventions, designs, or creative works developed during their employment or engagement.
2. Ownership Assignment: Assigning ownership of any IP developed to the Company as part of their employment or contract.
3. Non-compete and Non-solicitation: Employees may be required to enter into non-compete and non-solicitation agreements to prevent them from using the Company’s IP to benefit competitors.
4. Compliance: Ensuring compliance with the Company’s IP policy and reporting any suspected infringements.

8. Legal Compliance and Dispute Resolution

The Company’s IP Policy will be implemented in compliance with applicable national and international IP laws, treaties, and conventions. The Company will work with legal counsel to ensure its IP rights are protected and that it complies with all legal obligations.

1. Dispute Resolution: In the event of a dispute involving IP rights, the Company will seek to resolve conflicts through negotiation or alternative dispute resolution mechanisms, such as mediation or arbitration, before resorting to litigation.
2. Review and Updates: This policy will be reviewed periodically to ensure its relevance and effectiveness in protecting the Company’s intellectual property. Updates will be made as necessary to account for new legal requirements, emerging technologies, or changes in business strategy.

By following this detailed IP policy, BLMM E COMMERCE LLP aims to protect its intellectual property assets, foster innovation, and ensure legal compliance while maximizing the value of its intellectual property in the competitive home furnishings market.