Preexisting IP. In addition to the foregoing, Employee agrees to execute the Assignment in the form attached hereto as Exhibit A, assigning to the Company all right, title and interest Employee has or may have in and to any and all United States Patent Applications filed with the United States Patent and Trademark Office, including, without limitation, United States Patent Application _______________ filed on _________________ (collectively, the “Existing Patents”), and all Inventions disclosed or claimed therein. Employee further agrees that any and all right, title and interest Employee has or may have in any works of authorship, discoveries, improvements, innovations, ideas, or formulas, (whether or not patentable, whether or not put into writing, and whether or not put into practice) made, generated, or conceived by Employee (whether alone or with others) prior to the Effective Date that relate in any way to the Company’s products, services, market, employees, business methods, operations or product plans, including, but not limited to, CHP, CCHP, waste heat systems, Xxxxxx cycle technologies, renewable technologies and power consumption technologies (collectively, the “Preexisting IP”) are hereby irrevocably assigned to the Company. Employee agrees to execute any assignments or similar documents requested by the Company to further evidence and document the Company’s rights in and to the Existing Patents and/or any Preexisting IP, and to cooperate with Company, at the Company’s expense, in obtaining letters patent or equivalent protection for such Existing Patents and/or Preexisting IP in any and all locations and jurisdictions Company may choose in its sole discretion throughout the world, and to do so without any requirement of further consideration, even if such request is made after this Agreement expires or terminates.
Preexisting IP. In addition to the foregoing, the parties agree and acknowledge that, as of January 1, 2011, Employee executed an Assignment, attached hereto as Exhibit A, assigning to the Company all right, title and interest Employee has or may have had in and to United States Patent Application 61/424,249 filed on December 17, 2010 (the “Existing Patent”), and all Inventions disclosed or claimed therein. Employee further agrees that any and all right, title and interest Employee has or may have in any works of authorship, discoveries, improvements, innovations, ideas, or formulas, (whether or not patentable, whether or not put into writing, and whether or not put into practice) made, generated, or conceived by Employee (whether alone or with others) prior to the Effective Date that relate in any way to the Company’s products, services, market, employees, business methods, operations or product plans (the “Preexisting IP”) are hereby irrevocably assigned to the Company. Employee agrees to execute any assignments or similar documents requested by the Company to further evidence and document the Company’s rights in and to the Existing Patent and/or any Preexisting IP, and to cooperate with Company, at the Company’s expense, in obtaining letters patent or equivalent protection for such Existing Patent and/or Preexisting IP in any and all locations and jurisdictions Company may choose in its sole discretion throughout the world, and to do so without any requirement of further consideration, even if such request is made after this Agreement expires or terminates.
Preexisting IP. Unless otherwise provided in an applicable Engagement Schedule, (1) Service Provider IP, and modifications or derivative works to any such Service Provider IP, developed or acquired by Service Provider prior to the Effective Date or independently of this Agreement or during this Agreement without use of or access to Prudential Data or Prudential Confidential Information and (2) all third-party Software utilized to provide the Services and identified in the applicable Engagement Schedule, in each case, are the sole property of Service Provider or its licensors.
Preexisting IP. Service Provider retains all right, title and interest it possessed in any Preexisting or Separate IP that may be used by Service Provider in connection with its provision of the Services. To the extent that any Preexisting or Separate IP is incorporated into, required for use of, or provided with any Service Recipient Data, Service Provider grants to Service Recipient, on behalf of itself and its licensors, a worldwide, perpetual, irrevocable, royalty-free, fully paid-up license (with the right to grant and authorize sublicenses through multiple tiers) under all intellectual property rights to make, have made, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, and otherwise exploit the same in the conduct of its business. “Preexisting or Separate IP” means all technology and intellectual property rights of Service Provider which are not created for and assigned to Service Recipient under this Agreement.
