In connection with the services performed by and through Oasis Health Services, each patient might receive, and Oasis might provide, certain confidential and proprietary information concerning psychiatric services provided by and through Oasis Health Services (collectively, the “Oasis Proprietary Items”). “Oasis Confidential Information” shall include all information, whether written or oral, that is prepared, uniquely known and/or provided by Oasis or any Oasis Party, of commercial value that is not readily available to the public, plus any Oasis Intellectual Property, all non-public information related to any Oasis Proprietary Items developed, performed or generated by or for the benefit of Oasis or any of the Oasis Parties, and proprietary information related to the business, operations, methodologies, technologies, personnel, treatments and procedures of Oasis or any of the Oasis Parties that is not generally known to the public and that, under all circumstances, ought reasonably to be treated as confidential and/or proprietary.

All Oasis Intellectual Property in any way related to any Oasis Proprietary Items or Oasis Confidential Information provided by Oasis to any patient, is hereby acknowledged to remain in the exclusive possession of Oasis, the applicable Oasis Party or the applicable licensor thereof (each “Oasis Licensor”), as appropriate, and any rights to or interests in such Oasis Intellectual Property, or any permutation or derivation thereof, are hereby fully disclaimed, waived and renounced by each patient in favor of Oasis, the applicable Oasis Party and/or the applicable Oasis Licensor, as appropriate. “Oasis Intellectual Property” means all intellectual property owned, licensed (as licensee) or otherwise used by Oasis and/or any of the Oasis Parties, arising from or in respect of, or that might arise from or relate to, any of the following, whether protected, created or arising under the laws of the United States or any other jurisdiction, whether or not registered with any governmental authority: (i) all patents and applications therefor, including continuations, divisionals, continuations-in-part, reexaminations, or reissues of patent applications and patents issuing thereon (collectively, “Patents”); (ii) all trademarks (registered or common law marks), service marks, trade names, service names, brand names, trade dress rights, logos, domain names, Internet URL addresses, corporate names and general intangibles of a like nature, together with the goodwill associated with any of the foregoing, and all applications, registrations and renewals thereof (collectively, “Marks”); (iii) all copyrights and registrations and applications therefor, works of authorship and mask work rights (collectively, “Copyrights”); (iv) all discoveries, concepts, ideas, research and development, know-how, formulae, inventions, compositions, manufacturing and production processes and techniques, technical data, procedures, designs, drawings, specifications, databases, and other proprietary and confidential information, including patient lists, practitioner lists, staff lists, provider lists, insurer lists, supplier lists, pricing and cost information, and business and marketing plans and proposals of Oasis and/or any of the Oasis Parties, in each case excluding any rights in respect of any of the foregoing that comprise or are protected by Marks, Copyrights or Patents; (v) all software, including all source code and open source code, and all related documentation; (vi) all artwork, designs, images or other content displayed, illustrated or otherwise used on or in connection with Oasis websites or any websites of any of the Oasis Parties or otherwise used in connection with Oasis or any Oasis Proprietary Items or services or treatments performed by or through Oasis; and (vii) all other technology and know-how uniquely in the possession of Oasis and/or any of the Oasis Parties.

Neither the Patient nor any Patient Party may apply for a right in, use, or utilize any Oasis Intellectual Property for any purpose, except upon the express written consent of Oasis in its sole and absolute discretion, whether or not any Oasis Intellectual Property has been issued, registered, or in any other way afforded any rights by the United States Patent and Trademark Office, the United States Copyright Office, or other similar administrative agency. To the extent the Patient or any Patient Party may claim any rights, direct, derivative or otherwise, related to any Oasis Intellectual Property, the patient, for himself/herself and for each Patient Party to the maximum extent provided by law, hereby disclaims such rights and assigns such rights to Oasis, the applicable Oasis Party or the applicable Oasis licensor, as appropriate, and the patient agrees to execute, and, in the alternative, hereby grants to Oasis power of attorney to execute and record in their stead any and all documentation, including without limitation disclaimers and assignments of Oasis Intellectual Property rights, as necessary to document publicly, legally, and officially the exclusive ownership of all Oasis Intellectual Property by Oasis, the applicable Oasis Party, or the applicable Oasis Licensor, as appropriate, and the Patient shall cause each Patient Party as needed to so disclaim and assign such rights. Neither the Patient, nor any Patient Party, nor any third party, may market, utilize, reuse or redistribute any Oasis Intellectual Property, except as authorized hereunder or except as approved in writing by Oasis. No license or other right of any kind in Oasis Intellectual Property is granted or otherwise provided to the Patient, any Patient Party or any third-party in relation to these agreements.

The Patient shall, and shall cause each Patient Party to, hold Oasis Confidential Information, whether delivered before or after the date hereof, in strict confidence and shall refrain from, and shall cause each Patient Party to refrain from: (i) providing, copying, disclosing, divulging or otherwise making available Oasis Confidential Information to any other person or entity without the prior written consent of Oasis, which consent shall be in the sole discretion thereof; and (ii) removing or permitting to be removed from such Oasis Confidential Information any notice indicating the confidential nature of, or Oasis proprietary right in and to the Oasis Confidential Information. The Patient shall, and shall cause each Patient Party to, exercise at least the same degree of care and protection with respect to the Oasis Confidential Information that such patient and each of the Patient Parties would exercise with respect to their own confidential, sensitive, privileged and/or proprietary information, which in no event shall be less than the highest level of care for the industry. The Patient shall, and shall cause each Patient Party to, take all precautions necessary to ensure that Oasis Confidential Information shall not be, or permitted to be, shown, copied or disclosed to other parties, except as expressly provided herein. In the event of written consent to disclose Oasis Confidential Information to any other party, the Patient shall, and shall cause each Patient Party to: (I) advise that other party of his/her/its obligations with respect to the Oasis Confidential Information as set forth in these confidentiality and intellectual property agreements; (II) have that party acknowledge in writing that the terms and conditions of these confidentiality and intellectual property agreements may be directly enforced by Oasis against him/her/it as a condition to such disclosure; and (III) provide an original of such written acknowledgment to Oasis, if so requested by Oasis. In any event, the Patient shall, and shall cause each Patient Party to, disclose Oasis Confidential Information to the other party only as necessary for the purposes authorized in writing by Oasis, shall ensure that confidentiality notices are included in full on copies of Oasis Confidential Information so provided if requested by Oasis, and shall account for the return or destruction of Oasis Confidential Information and all reproductions thereof, if so requested by Oasis. Oasis hereby consents to the disclosure of Oasis Confidential Information by the Patient to any party solely as necessary for the Patient to receive services from Oasis and to enforce the Patient’s rights under these agreements, expressly subject to the remaining requirements of these confidentiality and intellectual property agreements.

All Oasis Confidential Information, including reproductions thereof, shall be deemed to be and remain the exclusive property of Oasis (or Oasis Party or Oasis Licensor, as appropriate), and no ownership rights of any kind in and to any of the Oasis Confidential Information are transferred to the Patient, any Patient Party or any third party hereunder.

The foregoing obligations of confidentiality shall not apply to any Oasis Confidential Information which: (i) is or becomes available to the public through no act or omission of the Patient or any Patient Party or any party in violation of these confidentiality and intellectual property agreements; (ii) was already known by the Patient at the time of the disclosure by Oasis Health Services, as evidenced by the Patient’s written records existing prior to the date of Oasis disclosure; (iii) is lawfully obtained from a person or entity not a party to these agreements without any obligation of confidentiality; (iv) is approved for release by Oasis written authorization, but only to the extent of such authorization and subject to the further requirements set forth in in these confidentiality and intellectual property agreements, above; (v) is required by law or regulation to be disclosed to any person, but only: (A) to the extent and for the purposes of such required disclosure and (B) after first giving Oasis reasonable notice of such required disclosure and reasonable opportunity to contest such required disclosure; (vi) is disclosed in response to a valid order of a court or other governmental body or any political subdivisions thereof, but only to the extent of and for the purposes of such order, and only if the Patient first promptly notifies Oasis of the order and permits Oasis Health Services to seek an appropriate protective order; or (vii) is developed independently by the Patient or a Patient Party by personnel not having access to any of the Oasis Confidential Information.