POQ Patent Pledge
- “CONTROLLED ENTITY” means, with respect to a first ENTITY, any ENTITY that is directly or indirectly controlled by such first ENTITY, but only for so long as such control exists, where “control” means the possession of the power to make decisions for such ENTITY, whether through ownership of voting securities, contract, or other means.
- “ENTITY” means an individual, corporation, trust, partnership, joint venture, limited liability company, association, unincorporated organization, or other legal or governmental entity.
- “POQ” means Pocketful of Quarters, Inc., a corporation organized and existing under the laws of the State of Delaware.
- “POQ PLEDGED PATENTS” means (i) U.S. Patent №11,189,131, (ii) International Patent Application No. PCT/IB2021/056691, (iii) U.S. Patent Application №18/157,381, filed January 20, 2023, and (iv) any patent(s) or patent application(s) that claim priority to, directly or indirectly, (i), (ii), or (iii).
POQ desires to encourage further development in, to reduce barriers to innovation and use of, and to facilitate investment to advance blockchain technology and its adoption. In order for the blockchain community to freely build and innovate and to expand competitive options, a goal of POQ is to provide open access to its patents. In furtherance of this goal, so long as an ENTITY and its CONTROLLED ENTITIES do not engage in the conduct described in Section 3 below, POQ agrees to the following with respect to its POQ PLEDGED PATENTS: POQ (i) covenants not to assert a claim of infringement of its POQ PLEDGED PATENTS against such ENTITY; and (ii) grants such ENTITY, if it wishes to accept it, a perpetual, royalty-free, non-transferable, non-sublicensable, worldwide, non-exclusive license to develop, make, have made, use, sell, export, import, distribute, or otherwise practice any claimed invention of its POQ PLEDGED PATENTS (both (i) and (ii) collectively the “POQ PATENT PLEDGE”).
It is POQ’s intent that the POQ PATENT PLEDGE be legally binding, irrevocable (except as otherwise provided under Section 3 below), and enforceable against POQ and its CONTROLLED ENTITIES, and their successors and assigns. Thus, POQ will require any ENTITY to whom it sells or transfers any of the POQ PLEDGED PATENTS to agree, in writing, to abide by the POQ PATENT PLEDGE and to place a similar requirement on any subsequent transferees to do the same.
The POQ PATENT PLEDGE is not an assurance that any of the POQ PLEDGED PATENTS cover any particular software or hardware or are enforceable, that the POQ PLEDGED PATENTS are all patents that do or may cover any particular blockchain technology, that any activities covered by the POQ PATENT PLEDGE will not infringe patents or other intellectual property rights of a third party, or that POQ will add any other patents to the list of POQ PLEDGED PATENTS. Except as expressly stated in the POQ PATENT PLEDGE, all other rights of POQ are hereby reserved with respect to the POQ PLEDGED PATENTS.
The POQ PATENT PLEDGE does not extend to an ENTITY if that ENTITY or any of its CONTROLLED ENTITIES offensively assert any of their patents against POQ. If an ENTITY or any of its CONTROLLED ENTITIES engage in the foregoing conduct, the POQ PATENT PLEDGE shall cease to be effective and shall terminate with respect to such ENTITY and its CONTROLLED ENTITIES as if the POQ PATENT PLEDGE had never been made with respect to such ENTITY and its CONTROLLED ENTITIES.