Common use of Invention Assignment Clause in Contracts

Invention Assignment. Executive (i) will promptly disclose all Inventions (as defined below), in full detail, to persons authorized by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of Executive’s right, title, and interest to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademark, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense. In the event that the Company is unable to secure Executive’s signature on any such document, Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as Executive’s agent and attorney-in-fact, to act for and on Executive’s behalf, to sign and file any such document and to do all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightable) of any kind that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed or reduced to practice by Executive, alone or with others, while employed by the Company that are either: (1) conceived during regular working hours or at Executive’s place of work, whether located at Company, Affiliate or customer facilities, or at Executive’s own facilities; or (2) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly related to the Company’s Business or potential business, result from tasks assigned to Executive by the Company, or are conceived or made with the use of the Company’s resources, facilities or materials; and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect to any of the foregoing.

Invention Assignment. The Executive agrees that any invention made by the Executive while employed shall belong to the Company if (i) will promptly disclose all Inventions it was made in the normal course of the duties of the Executive or in the course of duties falling outside the Executive's normal duties but specifically assigned to the Executive, and the circumstances in either case were such that an invention might reasonably be expected to result from the carrying out of such duties, or (as defined below)ii) the invention was made in the course of the duties of the Executive and, at the time of making the invention, because of the nature of the Executive's duties and the particular responsibilities arising from the nature of the Executive's duties, the Executive had a special obligation to further the interests of the Company. In addition, if (x) the Executive while employed shall make any improvement or develop any know-how, copyrightable work or design, (y) such improvement, know-how, copyrightable work or design is relevant to the business of the Company or any of its subsidiaries, and (z) such improvement, know-how, copyrightable work or design arouse directly out of any work carried out while employed, or out of Confidential Company Information or Confidential Affiliate Information to which the Executive had access while in full detailthe employ of the Company, then such improvement, know-how, copyrightable work or design shall belong to persons authorized the Company whether or not it was disclosed to the Company while employed by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of Executive’s right, title, and interest to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademark, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense. . A. In the event that the Executive makes any invention or develops any improvement, know-how, copyrightable design or work which belongs to the Company, the Executive shall fully, freely and immediately communicate the same to the Company is unable and the Executive shall, if and as desired by the Company execute all documents and do all acts and things at the Company's cost which may be necessary or desirable to secure Executive’s signature on obtain letters patent or other adequate protection in any part of the world for such documentinvention, improvement, know-how, copyrightable work or design and to vest the same in the Company for the Company's benefit. The Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as the Executive’s agent and attorney-in-fact, to act for 's attorney in the Executive's name and on the Executive’s behalf, 's behalf to sign execute all such deeds and file any such document documents and to do all other lawful such acts and things as may be necessary to further give effect to this Subsection in the prosecution, issuance and enforcement of patents, copyrights or other rights or protections event that the Executive fails to comply within seven days with the same force written directions given by the Company pursuant to this Subsection. B. The Executive has been notified and effect understands that the provisions of Subsections 6(g) and 6(h) hereof do not apply to any invention that qualifies fully under the provisions of Section 2870 of the California Labor Code, which states as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein.follows: (i) For purposes Any provision in an employment agreement which provides that an employee shall assign, or offer to assign, any of this Agreementhis or her rights in an invention to his or her employer shall not apply to an invention that the employee developed entirely on his or her own time without using the employer's equipment, “Inventions” means: (A) contributions and inventionssupplies, discoveriesfacilities, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightable) of any kind trade secret information except for those inventions that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed or reduced to practice by Executive, alone or with others, while employed by the Company that are either: : (1) conceived during regular working hours Relate at the time of conception or at Executive’s place reduction to practice of work, whether located at Company, Affiliate or customer facilitiesthe invention to the employer's business, or at Executive’s own facilitiesactual or demonstrably anticipated research or development of the employer; or or (2) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly related to the Company’s Business or potential business, result Result from tasks assigned to Executive any work performed by the Companyemployee for the employer. (ii) To the extent a provision in an employment agreement purports to require an employee to assign an invention otherwise excluded from being required to be assigned under subdivision (a), or are conceived or made with the use provision is against the public policy of the Company’s resources, facilities or materials; this state and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect to any of the foregoingis unenforceable.

Invention Assignment. Executive (ia) will promptly disclose all Inventions (as defined below)Contractor hereby grants, in full detail, to persons authorized by the Company, transfers and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of ExecutiveContractor’s rightrights, titletitle and interest, if any, in any and all Developments, including rights to translation and reproductions in all forms or formats and the copyrights and patent rights thereto, if any, and interest to that Invention. At any time during or after the Term Contractor agrees that the Company requestsmay copyright or patent said materials in the Company’s name and secure renewal, Executive will sign whatever written documents reissues and extensions of assignment are necessary such copyrights or patents for such periods of time as the law may permit. (b) Contractor agrees that all Services (and all resulting work products and derivative works including, but not limited to formally evidence Executive’s irrevocable assignment the Deliverables and modifications to the Special Features) performed hereunder shall be work-for-hire for the benefit of the Company. (c) Contractor acknowledges that the copyrights in Developments created by Contractor belong to the Company by operation of law, or may belong to a party engaged by the Company by operation of law pursuant to a works for hire contract between the Company and such contracted party. To the extent the copyrights in such works may not be owned by the Company or such contracted party by operation of law, Contractor hereby assigns to the Company or such contracted party, as the case may be, all copyrights (if any) Contractor may have in Developments. (d) Items not assigned by this Section must be listed and described in the List of Separate Works. Contractor agrees not to include any Invention. part of such items in the Deliverables unless and until such items are licensed or assigned to the Company under separate written agreement. (e) At all times during or after hereafter, Contractor agrees promptly to disclose to the TermCompany all Developments, Executive will to execute separate written assignments to the Company at the Company’s request, and to assist the Company in obtainingobtaining patents or copyrights in the U.S. and in other countries, perfectingon any Developments assigned to the Company that the Company, maintaining and renewing patentin its sole discretion, seeks to patent or copyright, trademark. Contractor also agrees to sign all documents, and do all things necessary to obtain such patents or copyrights, to further assign them to the Company, and to reasonably protect them and the Company against infringement by other appropriate protection for any Invention, in the United States and in any other country, parties at the Company’s expense. In the event that Company expense with the Company is unable to secure Executive’s signature on any such document, Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as Executive’s agent and attorney-in-fact, to act for and on Executive’s behalf, to sign and file any such document and to do all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights thereinprior approval. (if) For purposes of this AgreementContractor shall keep complete, “Inventions” means: (A) contributions accurate, and inventions, discoveries, creations, developments, improvements, works of authorship authentic information and ideas (whether or not they are patentable or copyrightable) of any kind that are or were, since records on all Developments in the date of commencement of Executive’s employment with manner and form reasonably requested by the Company. Such information and records, conceivedand all copies thereof, created, developed or reduced to practice by Executive, alone or with others, while employed by shall be the property of the Company that are either: (1) conceived during regular working hours or at Executive’s place of work, whether located at Company, Affiliate or customer facilities, or at Executive’s own facilities; or (2) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly related as to any Developments assigned to the Company’s Business or potential business, result from tasks assigned . Contractor agrees to Executive by promptly surrender such information and records at the Company, or are conceived or made with the use request of the Company’s resources, facilities or materials; and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect Company as to any of the foregoingDevelopments.

Invention Assignment. Executive (i) will promptly agrees to disclose to the Company all Inventions (as defined below)ideas, in full detailconcepts, to persons authorized by the Companydiscoveries, inventions, innovations, designs, patents, trademarks, trade secrets, copyrights, and (ii) will not disclose any Invention intellectual property relating to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction business that Executive conceives or creates, individually or jointly with others, during the course of Executive’s employment (collectively referred to do soas “Developments”). All Inventions As such, all such Developments are prepared as works for hire for the Company and all such Developments and all rights subsisting in, relating to or used in connection with the Developments will be deemed “work made for hire” as that term is used in solely owned and be the U.S. Copyright Act and belong solely to exclusive property of the Company from conception. Executive hereby expressly disclaims all interest in all InventionsCompany. To the fullest extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of allowed by applicable law, Executive agrees to assign and hereby irrevocably assigns to the Company or the Company’s designee all of Executive’s right, title, and interest in and to that Invention. At any time all such Developments made or conceived by Executive during or after the Term that the Company requests, Executive will sign whatever written documents course of assignment are necessary to formally evidence Executive’s irrevocable assignment to employment. Upon the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademarkCompany’s request, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense, Executive agrees to execute all instruments, including specific assignments required for securing or maintaining the Company’s rights in such Developments. In Where Executive has rights in the event Developments that cannot be assigned to the Company, Executive hereby grants to the Company is unable an unconditional, perpetual, exclusive, worldwide, royalty-free, fully paid license or sublicense to secure Executive’s signature on use such rights in any way and without any limitation whatsoever. Where such documentrights cannot be assigned, licensed or sublicensed to the Company, Executive hereby irrevocably designates and appoints without any further compensation waives the Company enforcement of all such rights, and each all claims and causes of its duly authorized officers and agents as Executive’s agent and attorney-in-fact, action against the Company. This Agreement does not require Executive to act for and assign any Development that: (a) is developed entirely on Executive’s behalf, to sign and file any such document and to do all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightable) of any kind that are or were, since the date of commencement of Executive’s employment with own time without using the Company’s equipment, conceivedsupplies, created, developed or reduced to practice by Executive, alone or with others, while employed by the Company that are either: (1) conceived during regular working hours or at Executive’s place of work, whether located at Company, Affiliate or customer facilities, or at Executive’s own facilitiesConfidential Information; or (2b) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly is not related to the Company’s Business actual or potential anticipated business, research, or development; and (c) does not result from tasks assigned work performed by Executive for the Company. In addition, this Agreement does not apply to any Development which qualifies fully for protection from assignment to the Company under any specifically applicable state law, regulation, rule, or public policy. Executive agrees that Schedule 2 identifies all Developments, if any, that Executive made, conceived, discovered, or developed (either alone or jointly with others) prior to Executive’s employment by the Company, Company that relate to the current or are conceived or made with the use planned conduct of the Company’s resourcesbusiness, facilities or materials; and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect which Executive wishes to any exclude from the scope of the foregoingthis Agreement.

Invention Assignment. Executive 2.1 Employee has attached hereto, as Exhibit A, a list describing all inventions, original works of authorship, developments, improvements, and trade secrets which were made by him or her prior to his or her employment with the Company (i) collectively referred to as “Prior Inventions”), which belong to him or her, which relate to the Company hereunder; or, if no such list is attached, Employee represents that there are no such Prior Inventions. If in the course of his or her employment with the Company, Employee incorporates into a Company product or process a Prior Invention owned by him or her in which Employee has an interest, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license to make, have made, modify, use and sell such Prior Invention as part of or in connection with such product or process, subject to the rights of any prior third party obligations as listed in Exhibit A. 2.2 Employee will promptly disclose to the Company in writing all Inventions (as defined below)formulas, processes, techniques, tests data, improvements and inventions, original works of authorship, developments, concepts, trade secrets, whether or not patentable or registrable under copyright or similar laws, which Employee makes, conceives, learns or reduces to practice, either alone or jointly with others, during the period of employment and which are related to or useful in full detail, to persons authorized by the Company’s business, and (ii) will not disclose any Invention to anyone other than persons authorized which result from tasks assigned by the Company or from use of Company Confidential Information or facilities (collectively referred to as “Inventions”). 2.3 Employee further acknowledges that all original works of authorship which are made by law, without him or her (solely or jointly with others) within the Company’s express prior written instruction to do so. All Inventions will be deemed scope of and during the period of his or her employment with the Company and which are protectible by copyright are “work works made for hire,” as that term is used defined in the U.S. United States Copyright Act and belong solely are subject to assignment as set forth above. 2.4 Employee agrees that all Confidential Information, all Inventions and all patent and other rights related thereto are the Company from conception. Executive sole property of the Company, and Employee hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of Executive’s right, title, and interest any rights Employee may have or acquire in such Confidential Information or Inventions. Employee further agrees to that Invention. At any time during or after the Term that assist the Company requests, Executive will sign whatever written documents (at its expense) in every proper way (including execution of assignment are necessary patent applications and other documents) to formally evidence Executiveobtain and enforce patents on and otherwise secure the Company’s irrevocable assignment rights in any Inventions. Employee agrees that Employee’s obligation to the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtainingobtaining and enforcing any copyrights, perfectingpatents, maintaining and renewing patent, copyright, trademark, and mask work rights or other appropriate protection for any Invention, in the United States and intellectual property rights relating thereto in any other countryand all countries will continue beyond the termination of Employee’s employment, but the Company will compensate Employee at reasonable rates for the assistance Employee actually provides at the Company’s expenserequest after such termination. In the event that the Company is unable to secure Executive’s signature on any such document, Executive Employee hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as ExecutiveEmployee’s agent agents and attorneyattorneys-in-fact, fact to act for and on Executive’s behalf, to sign execute and file any such document all documents and to do perform all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives related to the extent permitted foregoing. 2.5 Employee agrees that all Confidential Information, documents, equipment and other physical property furnished to or produced by applicable law, any and all claims Executive may now or hereafter have Employee in any jurisdiction to all rights connection with Employee’s employment are the sole property of paternity, integrity, disclosurethe Company, and withdrawal Employee will promptly deliver all such property to the Company at its request and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightablethe Company so requests) upon the termination of any kind that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed or reduced to practice by Executive, alone or with others, while employed by the Company that are either: (1) conceived during regular working hours or at Executive’s place of work, whether located at Company, Affiliate or customer facilities, or at Executive’s own facilities; or (2) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly related to the Company’s Business or potential business, result from tasks assigned to Executive by the Company, or are conceived or made with the use of the Company’s resources, facilities or materials; and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect to any of the foregoing.

Invention Assignment. Executive (ia) will The Employee agrees to fully and promptly disclose all Inventions (as defined below), in full detail, to persons authorized by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of Executive’s right, title, and interest to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademark, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense. In the event that the Company is unable to secure Executive’s signature on any such document, Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as Executive’s agent and attorney-in-fact, to act for and on Executive’s behalf, to sign and file any such document and to do all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (processes, procedures, techniques, documentation, specifications, research, designs, files, methods, ideas, whether patentable or not they (collectively referred to as “Inventions”), which are patentable or copyrightable) of any kind that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed made, conceived or reduced to practice by Executivethe Employee or under the Employee’s direction, alone whether or with others, while employed by the Company that are either: (1) conceived not during regular normal working hours or at Executive’s place on the premises of workthe Company. The Employee has attached hereto as Schedule A, whether located at a list of Inventions as of the date of this Agreement which belong to the Employee and which the Employee shall not assign to the Company (the “Prior Inventions”), or, if no such list is attached, the Employee represents that there are no such Prior Inventions. (b) Any and all Inventions which the Employee may make, conceive, discover or develop during the term of his employment with the Company shall be deemed works made for hire under the applicable copyright laws, and it is intended that all such Inventions shall be the sole and exclusive property of the Company. The Employee agrees to assign and hereby does assign to the Company all his rights and interests in all Inventions, Affiliate or customer facilitiespatents, copyrights, trademarks, and rights to royalties with respect to such Inventions, patents, copyrights, and trademarks, including all proprietary rights, publication rights, display rights, attribution rights, integrity rights, approval rights, publicity rights, privacy rights, or at Executivemoral rights associated therewith. The Employee understands that this paragraph (b) shall not apply to Inventions which are made and conceived by the Employee (i) not during normal working hours, (ii) not on the Company’s own facilities; premises, (iii) not using the Company’s tools, devices, equipment, or Proprietary Information (2as defined in Paragraph 1), and (iv) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly not otherwise related to the business of the Company’s Business or potential business, result from tasks assigned . The Employee further understands that this paragraph (b) shall not apply to Executive by Prior Inventions listed on Schedule A. (c) The Employee agrees to cooperate fully with the Company, both during and after his employment, to write and prepare all specifications and procedures regarding such Inventions and otherwise aid and assist the Company to procure, maintain, or are conceived enforce copyrights, patents or made with the use of the Company’s resourcesother intellectual property rights relating to Inventions. The Employee agrees to sign all papers, facilities or materials; and (B) any and all patentsincluding without limitation, copyright applications, patent applications, copyrightsdeclarations, trade secretsoaths, trademarksformal assignments, domain names and other intellectual property assignment of priority rights, worldwideand powers of attorney, with respect which the Company deems necessary or desirable in order to protect its rights and interests in Inventions. The Employee understands that he shall not receive any special or additional compensation for performing his obligations under this paragraph (c). If the Employee is called upon to render such assistance after he leaves the Company, however, the Employee will be entitled to reimbursement of any reasonable expenses incurred at the request of the foregoingCompany.

Invention Assignment. Executive (ia) will The Employee agrees to fully and promptly disclose all Inventions (as defined below), in full detail, to persons authorized by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of Executive’s right, title, and interest to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademark, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense. In the event that the Company is unable to secure Executive’s signature on any such document, Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as Executive’s agent and attorney-in-fact, to act for and on Executive’s behalf, to sign and file any such document and to do all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (processes, procedures, techniques, documentation, specifications, research, designs, files, methods, ideas, whether patentable or not they (collectively referred to as "Inventions"), which are patentable or copyrightable) of any kind that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed made, conceived or reduced to practice by Executivethe Employee or under the Employee's direction, alone whether or with others, while employed by the Company that are either: (1) conceived not during regular normal working hours or at Executive’s place on the premises of workthe Company. The Employee has attached hereto as Schedule A, whether located at a list of Inventions as of the date of this Agreement which belong to the Employee and which the Employee shall not assign to the Company (the "Prior Inventions"), or, if no such list is attached, the Employee represents that there are no such Prior Inventions. (b) Any and all Inventions which the Employee may make, conceive, discover or develop during the term of his employment with the Company shall be deemed works made for hire under the applicable copyright laws, and it is intended that all such Inventions shall be the sole and exclusive property of the Company. The Employee agrees to assign and hereby does assign to the Company all his rights and interests in all Inventions, Affiliate or customer facilitiespatents, copyrights, trademarks, and rights to royalties with respect to such Inventions, patents, copyrights, and trademarks, including all proprietary rights, publication rights, display rights, attribution rights, integrity rights, approval rights, publicity rights, privacy rights, or at Executive’s own facilities; moral rights associated therewith. The Employee understands that this paragraph (b) shall not apply to Inventions which are made and conceived by the Employee (i) not during normal working hours, (ii) not on the Company's premises, (iii) not using the Company's tools, devices, equipment, or Proprietary Information (2as defined in Paragraph 1), and (iv) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly not otherwise related to the business of the Company’s Business or potential business, result from tasks assigned . The Employee further understands that this paragraph (b) shall not apply to Executive by Prior Inventions listed on Schedule A. (c) The Employee agrees to cooperate fully with the Company, both during and after his employment, to write and prepare all specifications and procedures regarding such Inventions and otherwise aid and assist the Company to procure, maintain, or are conceived enforce copyrights, patents or made with the use of the Company’s resourcesother intellectual property rights relating to Inventions. The Employee agrees to sign all papers, facilities or materials; and (B) any and all patentsincluding without limitation, copyright applications, patent applications, copyrightsdeclarations, trade secretsoaths, trademarksformal assignments, domain names and other intellectual property assignment of priority rights, worldwideand powers of attorney, with respect which the Company deems necessary or desirable in order to protect its rights and interests in Inventions. The Employee understands that he shall not receive any special or additional compensation for performing his obligations under this paragraph (c). If the Employee is called upon to render such assistance after he leaves the Company, however, the Employee will be entitled to reimbursement of any reasonable expenses incurred at the request of the foregoingCompany.

Invention Assignment. Executive (ia) will The Employee agrees to fully and promptly disclose all Inventions (as defined below), in full detail, to persons authorized by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of Executive’s right, title, and interest to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademark, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense. In the event that the Company is unable to secure Executive’s signature on any such document, Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as Executive’s agent and attorney-in-fact, to act for and on Executive’s behalf, to sign and file any such document and to do all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (processes, procedures, techniques, documentation, specifications, research, designs, files, methods, ideas, whether patentable or not they (collectively referred to as "Inventions"), which are patentable or copyrightable) of any kind that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed made, conceived or reduced to practice by Executivethe Employee or under the Employee's direction, alone whether or with others, while employed by the Company that are either: (1) conceived not during regular normal working hours or at Executive’s place on the premises of workthe Company. The Employee has attached hereto as Schedule A, whether located at a list of Inventions as of the date of this Agreement which belong to the Employee and which the Employee shall not assign to the Company (the "Prior Inventions"), or, if no such list is attached, the Employee represents that there are no such Prior Inventions. (b) Any and all Inventions which the Employee may make, conceive, discover or develop during the term of his employment with the Company shall be deemed works made for hire under the applicable copyright laws, and it is intended that all such Inventions shall be the sole and exclusive property of the Company. The Employee agrees to assign and hereby does assign to the Company all his rights and interests in all Inventions, Affiliate or customer facilitiespatents, copyrights, trademarks, and rights to royalties with respect to such Inventions, patents, copyrights, and trademarks, including all proprietary rights, publication rights, display rights, attribution rights, integrity rights, approval rights, publicity rights, privacy rights, or at Executive’s own facilities; moral rights associated therewith. The Employee understands that this paragraph (b) shall not apply to Inventions which are made and conceived by the Employee (i) not during normal working hours, (ii) not on the Company's premises, (iii) not using the Company's tools, devices, equipment, or Proprietary Information (2as defined in Paragraph l), and (iv) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly not otherwise related to the business of the Company’s Business or potential business, result from tasks assigned . The Employee further understands that this paragraph (b) shall not apply to Executive by Prior Inventions listed on Schedule A. (c) The Employee agrees to cooperate fully with the Company, both during and after his employment, to write and prepare all specifications and procedures regarding such Inventions and otherwise aid and assist the Company to procure, maintain, or are conceived enforce copyrights, patents or made with the use of the Company’s resourcesother intellectual property rights relating to Inventions. The Employee agrees to sign all papers, facilities or materials; and (B) any and all patentsincluding without limitation, copyright applications, patent applications, copyrightsdeclarations, trade secretsoaths, trademarksformal assignments, domain names and other intellectual property assignment of priority rights, worldwideand powers of attorney, with respect which the Company deems necessary or desirable in order to protect its rights and interests in Inventions. The Employee understands that he shall not receive any special or additional compensation for performing his obligations under this paragraph (c). If the Employee is called upon to render such assistance after he leaves the Company, however, the Employee will be entitled to reimbursement of any reasonable expenses incurred at the request of the foregoingCompany.

Invention Assignment. All patents, trademarks, service marks, copyrights, trade secrets and other intellectual property rights (“Intellectual Property”) relating in any material way to the business of the Company that Executive (ieither alone or in conjunction with others) will promptly disclose all Inventions (as defined below)conceived, in full detailmade, to persons authorized by obtained or developed during the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by Term of Executive’s employment with the Company or by lawconceive, without make or obtain during the CompanyTerm of Executive’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to employment (whether during or outside of working hours) with the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To (collectively, “Company IP”), is the extent that title to any Invention or any materials comprising or including any Invention is found not sole and exclusive property of the Company and shall be considered a “work made for hire.” as The Company IP belongs to the Company whether or not such intellectual property is granted patent, trademark, copyright and/or other intellectual property rights, or whether or not applications are or can be filed on any such Company IP. Notwithstanding the foregoing, to the extent that the Company IP does not constitute a matter of work made for hire under applicable law, Executive hereby irrevocably assigns and transfers to the Company all of Executive’s right, title, title and interest in and to that Invention. At any time during or after the Term that the Company requestsIP, including, without limitation, any and all copyright, trademark, service ma▇▇, patent or other intellectual property rights and goodwill inherent therein or related thereto. Executive will sign whatever written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment make full and prompt disclosure to the Company of any Invention. At all times during or after the Term, Executive will assist the Intellectual Property and Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademarkIP, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense. In the event that the Company is unable request and expense (but without additional compensation to secure Executive’s signature on any such document), Executive hereby irrevocably designates will at any time and appoints the Company from time to time during and each of its duly authorized officers and agents as Executive’s agent and attorney-in-fact, to act for and on Executive’s behalf, to sign and file any such document and to do all other lawful acts to further the prosecution, issuance and enforcement of patents, copyrights or other rights or protections with the same force and effect as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightable) of any kind that are or were, since the date of commencement of after Executive’s employment with the Company execute and deliver to the Company such applications, assignments and other papers) as the Company, in its reasonable discretion, considers necessary to vest, perfect, defend or maintain the Company’s rights in and to the Company IP. Executive has provided to the Company, a complete list of Intellectual Property, if any, conceived, createdmade, obtained or developed or reduced to practice by Executive, Executive (either alone or in conjunction with others, while employed by the Company that are either: (1) conceived during regular working hours on or at Executive’s place of work, whether located at Company, Affiliate or customer facilities, or at Executive’s own facilities; or (2) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly related prior to the Company’s Business or potential businessdate hereof, result and to the extent that such Intellectual Property does not also constitute Company IP, such Intellectual Property is excluded from tasks assigned to Executive by the Company, or are conceived or made with the use of the Company’s resources, facilities or materials; and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect to any of the foregoingundertakings in this Agreement.

Invention Assignment. Executive Employee hereby grants, transfers and assigns to DTI all of his or her rights, title and interest, if any, in any and all Developments, including rights to translation and reproductions in all forms or formats and the copyrights and patent rights thereto, if any, and he or she agrees that DTI may copyright said materials in DTI's name and secure renewal, reissues and extensions of such copyrights for such periods of time as the law may permit. "Developments" is defined as any idea, invention, process, design, concept, or useful article (i) will promptly disclose all Inventions (as defined belowwhether the design is ornamental or otherwise), computer program, documentation, literary work, audiovisual work and any other work of authorship, hereafter expressed, made or conceived in full detailthe scope of Employee's employment or engagement and solely or jointly by employee during Employee's employment whether or not subject to patent, copyright or other forms of protection. Employee acknowledges that the copyrights in Developments created by Employee belong to persons authorized DTI by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by operation of law, without the Company’s express prior written instruction or may belong to do so. All Inventions will be deemed “work made a party engaged by DTI by operation of law pursuant to a works for hire” as that term is used in the U.S. Copyright Act hire contract between DTI and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventionssuch contracted party. To the extent that title to any Invention or any materials comprising or including any Invention is found the copyrights in such works may not be a “work made for hire” as a matter owned by DTI or such contracted party by operation of law, Executive Employee hereby irrevocably assigns to DTI or such contracted party, as the Company case may be, all copyrights (if any) Employee may have in Developments. Items not assigned by this Section 5 are listed and described on the attached "Schedule of Executive’s right, title, Separate Works." Employee agrees not to include any party of such items in the materials Employee prepares for DTI unless and interest until such items are licensed or assigned to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever DTI under separate written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Inventionagreement. At all times during or after the Termhereafter, Executive will assist the Company in obtainingEmployee agrees promptly to disclose to DTI all Developments, perfecting, maintaining and renewing patent, copyright, trademarkto execute separate written assignments to DTI at DTI's request, and to assist DTI in obtaining patents or copyrights in the U.S. and in other appropriate protection for countries, on any InventionDevelopments assigned to DTI that DTI, in the United States its sole discretion, seeks to patent or copyright. Employee also agrees to sign all documents, and in do all things necessary to obtain such patents or copyrights, to further assign them to DTI, and to reasonably protect them and DTI against infringement by other parties at DTI expense with DTI prior approval. Employee irrevocably appoints any other countryDTI-selected designee to act, at the Company’s expense. In the event that the Company is unable to secure Executive’s signature on any such documentall times hereafter, Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as Executive’s his or her agent and attorney-in-fact, fact to act for and on Executive’s behalf, to sign and file any such document and to do perform all other lawful reasonable acts to further the prosecution, issuance obtain patents and/or copyrights related to Developments as defined and enforcement of patents, copyrights or other rights or protections with the same force and effect as required by this Agreement if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. Employee (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightable) of any kind that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed or reduced refuses to practice by Executive, alone or with others, while employed by the Company that are either: (1) conceived during regular working hours or at Executive’s place of work, whether located at Company, Affiliate or customer facilities, or at Executive’s own facilities; perform those acts or (2ii) regardless is unavailable, within the meaning of whether they are conceived or made during regular working hours or at Executive’s place the United States Patent and Copyright laws. It is expressly intended by Employee that the foregoing power of workattorney be coupled with an interest. Employee shall keep complete, are directly or indirectly related accurate, and authentic information and records on all Developments in the manner and form reasonably requested by DTI. Such information and records, and all copies thereof, shall be the property of DTI as to the Company’s Business or potential business, result from tasks any Developments assigned to Executive by DTI. Employee agrees to promptly surrender such information and records at the Company, or are conceived or made with the use request of the Company’s resources, facilities or materials; and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect DTI as to any of the foregoingDevelopments.

Invention Assignment. Executive Employee hereby grants, transfers and assigns to DTI all of his or her rights, title and interest, if any, in any and all Developments, including rights to translation and reproductions in all forms or formats and the copyrights and patent rights thereto, if any, and he or she agrees that DTI may copyright said materials in DTI's name and secure renewal, reissues and extensions of such copyrights for such periods of time as the law may permit. "Developments" is defined as any idea, invention, process, design, concept, or useful article (i) will promptly disclose all Inventions (as defined belowwhether the design is ornamental or otherwise), computer program, documentation, literary work, audiovisual work and any other work of authorship, hereafter expressed, made or conceived in full detailthe scope of Employee's employment or engagement and solely or jointly by employee during Employee's employment whether or not subject to patent, copyright or other forms of protection. Employee acknowledges that the copyrights in Developments created by Employee belong to persons authorized DTI by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by operation of law, without the Company’s express prior written instruction or may belong to do so. All Inventions will be deemed “work made a party engaged by DTI by operation of law pursuant to a works for hire” as that term is used in the U.S. Copyright Act hire contract between DTI and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventionssuch contracted party. To the extent that title to any Invention or any materials comprising or including any Invention is found the copyrights in such works may not be a “work made for hire” as a matter owned by DTI or such contracted party by operation of law, Executive Employee hereby irrevocably assigns to DTI or such contracted party, as the Company case may be, all copyrights (if any) Employee may have in Developments. Items not assigned by this Section 5 are listed and described on the attached "Schedule of Executive’s right, title, Separate Works." Employee agrees not to include any party of such items in the materials Employee prepares for DTI unless and interest until such items are licensed or assigned to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever DTI under separate written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Inventionagreement. At all times during or after the Termhereafter, Executive will assist the Company in obtainingEmployee agrees promptly to disclose to DTI all Developments, perfecting, maintaining and renewing patent, copyright, trademarkto execute separate written assignments to DTI at DTI's request, and to assist DTI in obtaining patents or copyrights in the U.S. and in other appropriate protection for countries, on any InventionDevelopments assigned to DTI that DTI, in the United States its sole discretion, seeks to patent or copyright. Employee also agrees to sign all documents, and in do all things necessary to obtain such patents or copyrights, to further assign them to DTI, and to reasonably protect them and DTI against infringement by other parties at DTI expense with DTI prior approval. Employee irrevocably appoints any other countryDTI-selected designee to act, at the Company’s expense. In the event that the Company is unable to secure Executive’s signature on any such documentall time hereafter, Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as Executive’s his or her agent and attorney-in-fact, fact to act for and on Executive’s behalf, to sign and file any such document and to do perform all other lawful reasonable acts to further the prosecution, issuance obtain patents and/or copyrights related to Developments as defined and enforcement of patents, copyrights or other rights or protections with the same force and effect as required by this Agreement if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein. Employee (i) For purposes of this Agreement, “Inventions” means: (A) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightable) of any kind that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed or reduced refuses to practice by Executive, alone or with others, while employed by the Company that are either: (1) conceived during regular working hours or at Executive’s place of work, whether located at Company, Affiliate or customer facilities, or at Executive’s own facilities; perform those acts or (2ii) regardless is unavailable, within the meaning of whether they are conceived or made during regular working hours or at Executive’s place the United States Patent and Copyright laws. It is expressly intended by Employee that the foregoing power of workattorney be coupled with an interest. Employee shall keep complete, are directly or indirectly related accurate, and authentic information and records on all Developments in the manner and form reasonably requested by DTI. Such information and records, and all copies thereof, shall be the property of DTI as to the Company’s Business or potential business, result from tasks any Developments assigned to Executive by DTI. Employee agrees to promptly surrender such information and records at the Company, or are conceived or made with the use request of the Company’s resources, facilities or materials; and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect DTI as to any of the foregoingDevelopments.

Invention Assignment. The Executive agrees that any invention made by the Executive while employed shall belong to the Company if (i) will promptly disclose all Inventions it was made in the normal course of the duties of the Executive or in the course of duties falling outside the Executive's normal duties but specifically assigned to the Executive, and the circumstances in either case were such that an invention might reasonably be expected to result from the carrying out of such duties, or (as defined below)ii) the invention was made in the course of the duties of the Executive and, at the time of making the invention, because of the nature of the Executive's duties and the particular responsibilities arising from the nature of the Executive's duties, the Executive had a special obligation to further the interests of the Company. In addition, if (x) the Executive while employed shall make any improvement or develop any know-how, copyrightable work or design, (y) such improvement, know-how, copyrightable work or design is relevant to the business of the Company or any of its subsidiaries, and (z) such improvement, know-how, copyrightable work or design arouse directly out of any work carried out while employed, or out of Confidential Company Information or Confidential Affiliate Information to which the Executive had access while in full detailthe employ of the Company, then such improvement, know-how, copyrightable work or design shall belong to persons authorized the Company whether or not it was disclosed to the Company while employed by the Company, and (ii) will not disclose any Invention to anyone other than persons authorized by the Company or by law, without the Company’s express prior written instruction to do so. All Inventions will be deemed “work made for hire” as that term is used in the U.S. Copyright Act and belong solely to the Company from conception. Executive hereby expressly disclaims all interest in all Inventions. To the extent that title to any Invention or any materials comprising or including any Invention is found not be a “work made for hire” as a matter of law, Executive hereby irrevocably assigns to the Company all of Executive’s right, title, and interest to that Invention. At any time during or after the Term that the Company requests, Executive will sign whatever written documents of assignment are necessary to formally evidence Executive’s irrevocable assignment to the Company of any Invention. At all times during or after the Term, Executive will assist the Company in obtaining, perfecting, maintaining and renewing patent, copyright, trademark, and other appropriate protection for any Invention, in the United States and in any other country, at the Company’s expense. In . A. ln the event that the Executive makes any invention or develops any improvement, know-how, copyrightable design or work which belongs to the Company, the Executive shall fully, freely and immediately communicate the same to the Company is unable and the Executive shall, if and as desired by the Company execute all documents and do all acts and things at the Company's cost which may be necessary or desirable to secure Executive’s signature on obtain letters patent or other adequate protection in any part of the world for such documentinvention, improvement, know-how, copyrightable work or design and to vest the same in the Company for the Company's benefit. The Executive hereby irrevocably designates and appoints the Company and each of its duly authorized officers and agents as the Executive’s agent and attorney-in-fact, to act for 's attorney in the Executive's name and on the Executive’s behalf, 's behalf to sign execute all such deeds and file any such document documents and to do all other lawful such acts and things as may be necessary to further give effect to this Subsection in the prosecution, issuance and enforcement of patents, copyrights or other rights or protections event that the Executive fails to comply within seven days with the same force written directions given by the Company pursuant to this Subsection. B. The Executive has been notified and effect understands that the provisions of Subsections 6(g) and 6(h) hereof do not apply to any invention that qualifies fully under the provisions of Section 2870 of the California Labor Code, which states as if Executive had signed such documents. To the extent any copyrights are assigned under this Agreement, Executive hereby irrevocably waives to the extent permitted by applicable law, any and all claims Executive may now or hereafter have in any jurisdiction to all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” with respect to all Inventions and all intellectual property rights therein.follows: (i) For purposes Any provision in an employment agreement which provides that an employee shall assign, or offer to assign, any of this Agreementhis or her rights in an invention to his or her employer shall not apply to an invention that the employee developed entirely on his or her own time without using the employer's equipment, “Inventions” means: (A) contributions and inventionssupplies, discoveriesfacilities, creations, developments, improvements, works of authorship and ideas (whether or not they are patentable or copyrightable) of any kind trade secret information except for those inventions that are or were, since the date of commencement of Executive’s employment with the Company, conceived, created, developed or reduced to practice by Executive, alone or with others, while employed by the Company that are either: : (1) conceived during regular working hours Relate at the time of conception or at Executive’s place reduction to practice of work, whether located at Company, Affiliate or customer facilitiesthe invention to the employer's business, or at Executive’s own facilitiesactual or demonstrably anticipated research or development of the employer; or or (2) regardless of whether they are conceived or made during regular working hours or at Executive’s place of work, are directly or indirectly related to the Company’s Business or potential business, result Result from tasks assigned to Executive any work performed by the Companyemployee for the employer. (ii) To the extent a provision in an employment agreement purports to require an employee to assign an invention otherwise excluded from being required to be assigned under subdivision (a), or are conceived or made with the use provision is against the public policy of the Company’s resources, facilities or materials; this state and (B) any and all patents, patent applications, copyrights, trade secrets, trademarks, domain names and other intellectual property rights, worldwide, with respect to any of the foregoingis unenforceable.