Common use of Inventions Clause in Contracts

Inventions. (a) Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, made or conceived by Executive, solely or jointly with others, that are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For the avoidance of doubt, Executive understands that the provisions of this Section 7 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Period, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefit, all without additional compensation to Executive from the Company.

Appears in 7 contracts

Samples: Employment Agreement (Floor & Decor Holdings, Inc.), Employment Agreement (Floor & Decor Holdings, Inc.), Employment Agreement (FDO Holdings, Inc.)

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Inventions. (a) Executive acknowledges The Employee hereby sells, transfers, and agrees that assigns to the Company, or to any person or entity designated by the Company, at of the entire right, title and interest of the Employee in and to all inventions, ideas, methodsdisclosures, inventions, discoveries, and improvements, work products whether patented or developments (collectivelyunpatented, “Inventions”), whether patentable or unpatentable, and copyrightable material made or conceived by Executivethe Employee, solely or jointly with othersduring the term hereof which relate to methods, that are related apparatus, formulae, designs, products, processes or devices, sold, leased, used, or under consideration or development by the Company, or which otherwise relate to Executive’s work as an employee or other service provider pertain to the business, functions, or operations of the Company. The Employee agrees to communicate promptly and to disclose to the Company, shall belong exclusively in such form as the Employee may be required to do so, all information, details, and data pertaining to the aforementioned inventions, ideas, disclosures, and improvements and to execute and deliver to the Company (such formal transfers and assignments and such other papers and documents as may be required of the Employee to permit the Company or its designee), whether any person or not entity designated by the Company to file and prosecute the patent applications are filed thereonand, as to copyrightable material, to obtain copyright thereof. For the avoidance of doubt, Executive understands that the provisions purposes of this Section 7 requiring assignment Agreement, an invention shall be deemed to have been made during the term of Inventions Employee's employment if, during such period, the invention was conceived or first actually reduced to the Company do not apply to any Invention that Executive developed entirely on his own time without using practice by the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions and Employee agrees that either any patent application filed within one (1) year after termination of this employment shall be presumed to relate at to an invention which was made during the time term of conception or reduction to practice of the Invention Employee's employment unless Employee can provide satisfactory evidence to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Period, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefit, all without additional compensation to Executive from the Companycontrary.

Appears in 6 contracts

Samples: Employment Agreement (I Storm Inc), Stephen Venuti Employment Agreement (I Storm Inc), Timothy Cohrs Employment Agreement (I Storm Inc)

Inventions. (ai) Executive acknowledges You acknowledge and agrees agree that all trade secrets, mask works, concepts, drawings, materials, documentation, procedures, diagrams, specifications, models, processes, formulae, source and object codes, data, programs, know-how, designs, techniques, ideas, methods, inventions, discoveries, improvements, work products products, developments or developments other works of authorship (collectively, “Inventions”), whether patentable or unpatentable, made (x) that relate to your work with the Company, made, developed or conceived by Executiveyou, solely or jointly with othersothers or with the use of any of the Company’s equipment, supplies, facilities or trade secrets or (y) suggested by any work that you perform in connection with the Company, either while performing your duties with the Company or on your own time, but only insofar as the Inventions are related to Executive’s your work as an employee or other service provider to of the CompanyCompany (collectively, shall “Company Inventions”), will belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For You will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Company Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Company Inventions completely and in writing to the Company do not apply to any Invention that Executive developed entirely on his own time without using Company. The Records will be the sole and exclusive property of the Company, and you will surrender them upon the termination of your employment, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. Executive will You hereby assign to the Company the Company Inventions including all rights in and all to any related patents and other intellectual property that may issue thereon in any and all countries, whether during or subsequent to the Employment Periodterm of this Letter Agreement, together with the right to file, in Executive’s your name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive You will, at any time during and for a period of three years subsequent to the Employment Periodterm of this Letter Agreement, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewithCompany Inventions and the underlying intellectual property. Executive You will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Company Inventions and the underlying intellectual property for its benefit, all without additional compensation to Executive you from the Company, but entirely at the Company’s expense.

Appears in 6 contracts

Samples: Letter Agreement (OptiNose, Inc.), Letter Agreement (OptiNose, Inc.), Letter Agreement (OptiNose, Inc.)

Inventions. (a) Executive The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products products, developments or developments works of authorship (collectively, “Inventions”), whether patentable or unpatentable, (i) that relate to the Employee’s work with the Company, made or conceived by Executivethe Employee, solely or jointly with others, that are related to Executiveduring the period of the Employee’s work as an employee or other service provider to employment with the Company, or (ii) suggested by any work that the Employee performs in connection with the Company, either while performing the Employee’s duties with the Company or on the Employee’s own time, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For The Employee will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Executive developed entirely on his own time without using Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon termination of employment, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. Executive The Employee will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Periodperiod of employment with the Company, together with the right to file, in Executivethe Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive The Employee will, at any time during and for a period of three years subsequent to the Employment Periodperiod of employment with the Company, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive The Employee will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to Executive the Employee from the Company.

Appears in 5 contracts

Samples: Non Solicitation Agreement (NBC Acquisition Corp), Non Competition and Non Solicitation Agreement (Trinseo S.A.), Non Competition and Non Solicitation Agreement (Trinseo S.A.)

Inventions. (a) a. Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments products, developments, software, know-how, processes, techniques, methods, works of authorship and other work product (collectively, “Inventions”), whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by Executive, solely or jointly with others, during Executive’s Service, or (B) suggested by any work that Executive performs in connection with the Company, either while performing Executive’s duties with the Company or on Executive’s own time, but only insofar as the Inventions are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon. For Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and Executive developed entirely on his own time without using will surrender them upon the termination of Service, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. Executive will assign irrevocably conveys, transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodExecutive’s Service, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment PeriodExecutive’s Service, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to Executive shall not be obligated to incur any expense in connection therewithfrom the Company. Executive will also execute assignments to the Company (or its designee) of the Applications, Applications and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to Executive from the Company, but entirely at the Company’s expense.

Appears in 4 contracts

Samples: Performance Share Award Agreement (Kraft Heinz Co), Restricted Stock Unit Award Agreement (Kraft Heinz Co), Restricted Stock Unit Award Agreement (Kraft Heinz Co)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectivelyproducts, “Inventions”)developments, software, know-how, processes, techniques, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to or improved with the use of any Company resources and/or within the scope of the Executive’s work with the Company, or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by the Executive, solely or jointly with others, during the Term, or (B) suggested by any work that are related to Executive’s work as an employee or other service provider to the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, in any such case, during the Term shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereonthereon (the “Inventions”). For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubt, Executive understands that the provisions of this Section 7 requiring assignment of all Inventions and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them promptly following the termination of the Term, or promptly following the Company’s equipmentearlier written request. The Executive irrevocably conveys, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, oaths and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to the Executive shall not be obligated to incur any expense in connection therewithfrom the Company. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 4 contracts

Samples: Employment Agreement (Diamond Offshore Drilling, Inc.), Employment Agreement (Frontier Communications Parent, Inc.), Employment Agreement (Frontier Communications Parent, Inc.)

Inventions. (a) The Executive hereby assigns to the Company the Executive’s entire right, title and interest in and to all discoveries and improvements, patentable or otherwise, trade secrets and ideas, writings and copyrightable material, which may be conceived by the Executive or developed or acquired by the Executive during the Executive’s employment and which may pertain directly or indirectly to the business of the Company or any of its subsidiaries or affiliates, and which the Executive hereby agrees is work for hire performed in the scope of the Executive’s employment. The Executive agrees to disclose fully all such developments to the Company upon its request, which disclosure will be made in writing promptly following any such request. The Executive will upon the Company’s request, execute, acknowledge and deliver to the Company all instruments and do all other acts which are necessary or desirable to enable the Company or any of its subsidiaries or affiliates to file and prosecute applications for, and to acquire, maintain and enforce, all patents, trademarks, and copyrights in all countries. The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, made or conceived the Executive hereby is and has been notified by Executive, solely or jointly with others, that are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee)and understands, whether or not patent applications are filed thereon. For the avoidance of doubt, Executive understands that the foregoing provisions of this Section 7 requiring assignment of Inventions to the Company 6(e) do not apply to any Invention that Executive developed entirely on his own time without using the Company’s an invention for which no equipment, supplies, facilities, facilities or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention Company or any of its parent companies, subsidiaries or other affiliates was used and which was developed entirely on the Executive’s own time, unless: (i) the invention relates (x) to the business of the Company or any of its subsidiaries or other affiliates or (y) to the Company’s Business, or any of its subsidiaries’ or other affiliates’ actual or demonstrably anticipated research or development of the Company; and development, or (2ii) result the invention results from any work performed by an employee the Executive for the Company (or any of its subsidiaries or other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Period, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefit, all without additional compensation to Executive from the Companyaffiliates.

Appears in 4 contracts

Samples: Transition and Separation Agreement (Aon PLC), Transition and Separation Agreement (Aon PLC), Transition and Separation Agreement (Aon PLC)

Inventions. (a) a. Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments products, developments, software, know-how, processes, techniques, methods, works of authorship and other work product (collectively, “Inventions”), whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of Executive's work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by Executive, solely or jointly with others, during Executive's Service, or (B) suggested by any work that Executive performs in connection with the Company, either while performing Executive's duties with the Company or on Executive's own time, but only insofar as the Inventions are related to Executive’s 's work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon. For Executive will keep full and complete written records (the avoidance of doubt“Records”), Executive understands that in the provisions of this Section 7 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his own time without using manner prescribed by the Company’s equipment, suppliesof all Inventions, facilities, or trade secret information except for those and will promptly disclose all Inventions that either (1) relate at the time of conception or reduction to practice of the Invention completely and in writing to the Company’s Business, or actual or demonstrably anticipated research or development . The Records shall be the sole and exclusive property of the Company; , and Executive will surrender them upon the termination of Service, or (2) result from any work performed by an employee for upon the Company (other than Executive)Company's request. Executive will assign irrevocably conveys, transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodExecutive's Service, together with the right to file, in Executive’s 's name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment PeriodExecutive's Service, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company's rights in the Inventions, provided that all without additional compensation to Executive shall not be obligated to incur any expense in connection therewithfrom the Company. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company's benefit, all without additional compensation to Executive from the Company, but entirely at the Company's expense.

Appears in 3 contracts

Samples: Performance Share Award Agreement (Kraft Heinz Co), Performance Share Award Agreement (Kraft Heinz Co), Performance Share Award Agreement (Kraft Heinz Co)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectivelyproducts, “Inventions”)developments, software, know-how, processes, techniques, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of the Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by the Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that are related to the Executive performs in connection with the Company, either while performing the Executive’s work as an employee duties with the Company or other service provider to on the CompanyExecutive’s own time, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereonthereon (the “Inventions”). For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the termination of the Employment Term, or upon the Company’s equipmentrequest. The Executive irrevocably conveys, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to the Executive shall not be obligated to incur any expense in connection therewithfrom the Company but at the Company’s sole expense. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to the Executive from the Company.

Appears in 3 contracts

Samples: Employment Agreement (Falcon Minerals Corp), Employment Agreement (Falcon Minerals Corp), Employment Agreement (Falcon Minerals Corp)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products products, developments or developments works of authorship (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to the Executive’s work with the Company, made or conceived by the Executive, solely or jointly with others, during the course of the Executive’s service with the Company, or (B) suggested by any work that the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, but only insofar as the Inventions are related to the Executive’s work as an employee Executive or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the Executive’s termination of employment with the Company, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. The Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodExecutive’s service with the Company, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodExecutive’s service with the Company, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 3 contracts

Samples: Severance Agreement (YRC Worldwide Inc.), Severance Agreement (YRC Worldwide Inc.), Severance Agreement (YRC Worldwide Inc.)

Inventions. (a) a. Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments products, developments, software, know-how, processes, techniques, methods, works of authorship and other work product (collectively, “Inventions”), whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by Executive, solely or jointly with others, during Executive’s Service, or (B) suggested by any work that Executive performs in connection with the Company, either while performing Executive’s duties with the Company or on Executive’s own time, but only insofar as the Inventions are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon. For Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and Executive developed entirely on his own time without using will surrender them upon the termination of Service, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. Executive will assign irrevocably conveys, transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodExecutive’s Service, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment PeriodExecutive’s Service, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record,enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to Executive shall not be obligated to incur any expense in connection therewithfrom the Company. Executive will also execute assignments to the Company (or its designee) of the Applications, Applications and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to Executive from the Company, but entirely at the Company’s expense.

Appears in 2 contracts

Samples: Non Qualified Stock Option Award Agreement (Kraft Heinz Co), Non Qualified Stock Option Award Agreement (Kraft Heinz Co)

Inventions. (a) Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, made or conceived by Executive, solely or jointly with others, that are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For the avoidance of doubt, Executive understands that the provisions of this Section 7 6 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1i) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2ii) result from any work performed by an employee for the Company (other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Period, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefit, all without additional compensation to Executive from the Company.

Appears in 2 contracts

Samples: Employment Agreement (Floor & Decor Holdings, Inc.), Employment Agreement (FDO Holdings, Inc.)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products products, developments or developments works of authorship (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to the Executive’s work with the Company Group, made or conceived by the Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that the Executive performs in connection with the Company Group, either while performing the Executive’s duties with the Company Group or on the Executive’s own time, but only insofar as the Inventions are related to the Executive’s work as an employee or other service provider to the CompanyCompany Group, shall belong exclusively to the Company Group (or its designee), whether or not patent applications are filed thereon. For The Executive will keep full and complete written records (the avoidance of doubt, Executive understands that “Records”) in the provisions of this Section 7 requiring assignment of Inventions to manner prescribed by the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s equipmentGroup, suppliesof all Inventions, facilities, or trade secret information except for those and will promptly disclose all Inventions that either (1) relate at the time of conception or reduction to practice of the Invention completely and in writing to the Company’s Business. The Records shall be the sole and exclusive property of the Company Group, and the Executive will surrender them upon the termination of the Employment Term, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for upon the Company (other than Executive)Group’s request. The Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company Group with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. The Executive will also execute assignments to the Company Group (or its designee) of the Applications, and give the Company Group and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company Group’s benefit, all without additional compensation to the Executive from the CompanyCompany Group, but entirely at the Company Group’s expense.

Appears in 2 contracts

Samples: Employment Agreement (Epicor Software Corp), Employment Agreement (Epicor Software Corp)

Inventions. (a) 7.7.1. The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to the Executive’s work with the Company, made or conceived by the Executive, solely or jointly with others, during the Term, or (B) suggested by any work that the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, but only insofar as the Inventions are related to the Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the termination of the Term, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. The Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 2 contracts

Samples: Employment Agreement (Installed Building Products, Inc.), Employment Agreement (Installed Building Products, Inc.)

Inventions. (ai) Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products products, developments or developments works of authorship (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to Executive’s work with the Company, made or conceived by Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that are related to Executive performs in connection with the Company, either while performing Executive’s work as an employee duties with the Company or other service provider to the Companyon Executive’s own time, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For the avoidance of doubtExecutive hereby irrevocably conveys, Executive understands that the provisions of this Section 7 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewithInventions at the Company’s expense. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to Executive from the Company, but entirely at the Company’s expense. If the Company is unable for any other reason to secure Executive’s signature on any document for this purpose, then Executive hereby irrevocably designates and appoints the Company and its duly authorized officers and agents as Executive’s agent and attorney in fact, to act for and in Executive’s behalf and stead to execute any documents and to do all other lawfully permitted acts in connection with the foregoing.

Appears in 2 contracts

Samples: Employment Agreement (EveryWare Global, Inc.), Employment Agreement (EveryWare Global, Inc.)

Inventions. (a) a. Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments products, developments, software, know-how, processes, techniques, methods, works of authorship and other work product (collectively, “Inventions”), whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by Executive, solely or jointly with others, during Executive’s Service, or (B) suggested by any work that Executive performs in connection with the Company, either while performing Executive’s duties with the Company or on Executive’s own time, but only insofar as the Inventions are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon. For Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and Executive developed entirely on his own time without using will surrender them upon the termination of Service, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. Executive will assign irrevocably conveys, transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodExecutive’s Service, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment PeriodExecutive’s Service, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to Executive shall not be obligated to incur any expense in connection therewithfrom the Company. Executive will also execute assignments to the Company (or its designee) of the Applications, Applications and give the Company and its attorneys all reasonable assistance (including assistance(including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to Executive from the Company, but entirely at the Company’s expense.

Appears in 2 contracts

Samples: Terms and Conditions (Kraft Heinz Co), Restricted Stock Unit Award Agreement (Kraft Heinz Co)

Inventions. (a) Executive Consultant acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, made or conceived by ExecutiveConsultant, solely or jointly with others, that are related to Consultant’s provision or performance of Executive’s work as an employee Duties and Responsibilities under the Employment Agreement or other service provider of Consultant’s Duties and Responsibilities under this Agreement to or for the benefit of the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For the avoidance of doubt, Executive Consultant understands that the provisions of this Section 7 8 requiring assignment of Inventions to the Company do not apply to any Invention that Executive Consultant developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1i) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2ii) result from any work performed by an employee for the Company (other than ExecutiveConsultant). Executive Consultant will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Consulting Period, together with the right to file, in ExecutiveConsultant’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive Consultant will, at any time during and for a period of three years subsequent to the Employment Consulting Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive Consultant shall not be obligated to incur any expense in connection therewith. Executive Consultant will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to ExecutiveConsultant, to obtain the Inventions for its benefit, all without additional compensation to Executive Consultant from the Company.

Appears in 2 contracts

Samples: Consulting Agreement (FDO Holdings, Inc.), Consulting Agreement (FDO Holdings, Inc.)

Inventions. (a) Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, made or conceived by Executive, solely or jointly with others, that are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For the avoidance of doubt, Executive understands that the provisions of this Section 7 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his her own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Period, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefit, all without additional compensation to Executive from the Company.

Appears in 2 contracts

Samples: Employment Agreement (FDO Holdings, Inc.), Employment Agreement (Floor & Decor Holdings, Inc.)

Inventions. (a) 1. The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to the Executive’s work with the Company, made or conceived by the Executive, solely or jointly with others, during the Term, or (B) suggested by any work that the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time during the Term or the two years subsequent to the termination of this Agreement, but only insofar as the Inventions are related to the Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the termination of the Term, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. The Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during the Term or the two years subsequent to the Employment Periodtermination of this Agreement, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 2 contracts

Samples: Employment Agreement (Numerex Corp /Pa/), Employment Agreement (Numerex Corp /Pa/)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectivelyproducts, “Inventions”)developments, software, know-how, processes, techniques, methods, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of the Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by the Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that are related to the Executive performs in connection with the Company, either while performing the Executive’s work as an employee duties with the Company or other service provider to on the CompanyExecutive’s own time, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereonthereon (the “Inventions”). For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the termination 15 of the Employment Term, or upon the Company’s equipmentrequest. The Executive irrevocably conveys, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to the Executive shall not be obligated to incur any expense in connection therewithfrom the Company. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to the Executive from the Company.

Appears in 1 contract

Samples: Employment Agreement (Commercial Vehicle Group, Inc.)

Inventions. (a) i)The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectivelyproducts, “Inventions”)developments, software, know-how, processes, techniques, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to or improved with the use of any Company resources and/or within the scope of the Executive’s work with the Company, or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by the Executive, solely or jointly with others, during the Term, or (B) suggested by any work that are related to Executive’s work as an employee or other service provider to the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, in any such case, during the Term shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereonthereon (the “Inventions”). For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubt, Executive understands that the provisions of this Section 7 requiring assignment of all Inventions and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them promptly following the termination of the Term, or promptly following the Company’s equipmentearlier written request. The Executive irrevocably conveys, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, oaths and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to the Executive shall not be obligated to incur any expense in connection therewithfrom the Company. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 1 contract

Samples: Employment Agreement (Frontier Communications Parent, Inc.)

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Inventions. (ai) Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products products, developments or developments works of authorship (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to Executive’s work with the Company, made or conceived by Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that are related to Executive performs in connection with the Company, either while performing Executive’s work as an employee duties with the Company or other service provider to the Companyon Executive’s own time, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For the avoidance of doubtExecutive hereby irrevocably conveys, Executive understands that the provisions of this Section 7 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to Executive from the Company, but entirely at the Company’s expense. If the Company is unable for any other reason to secure Executive’s signature on any document for this purpose, then Executive hereby irrevocably designates and appoints the Company and its duly authorized officers and agents as Executive’s agent and attorney in fact, to act for and in Executive’s behalf and stead to execute any documents and to do all other lawfully permitted acts in connection with the foregoing.

Appears in 1 contract

Samples: Employment Agreement (EveryWare Global, Inc.)

Inventions. (a1) Executive acknowledges You acknowledge and agrees agree that all trade secrets, works, concepts, drawings, materials, documentation, procedures, diagrams, specifications, models, processes, formulae, data, programs, knowhow, designs, techniques, ideas, methods, inventions, discoveries, improvements, work products or developments or other works of authorship (collectively, “Inventions”), whether patentable or unpatentable, made (x) that relate to your work with the Company or any other member of the Novocure Group, made, developed or conceived by Executiveyou, solely or jointly with othersothers or with the use of any of the Company’s equipment, supplies, facilities or trade secrets or (y) suggested by any work that you perform in connection with the Company, either while performing your duties with the Company or on your own time, but only insofar as the Inventions are related to Executive’s your work as an employee or other service provider to of the Company, shall will belong exclusively to the Company (or its designeedesignee and assigns, including without limitation the Parent), whether or not patent applications are filed thereon. For You will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Executive developed entirely on his own time without using Company. The Records will be the sole and exclusive property of the Company, and you will surrender them upon the termination of your employment, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. Executive will You do hereby assign to the Company (and its designees and assigns) the Inventions Inventions, including all rights in and all to patents and other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment Periodterm of this Agreement, together with the right to file, in Executive’s your name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive You will, at any time during and for a period of three years subsequent to the Employment Periodterm of this Agreement, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewithInventions and the underlying intellectual property. Executive You will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions and the underlying intellectual property for its benefit, all without additional compensation to Executive you from the Company, but entirely at the Company’s expense.

Appears in 1 contract

Samples: Release Agreement (Novocure LTD)

Inventions. (a) i. The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectivelyproducts, “Inventions”)developments, software, know-how, processes, techniques, methods, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of the Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by the Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that are related to the Executive performs in connection with the Company, either while performing the Executive’s work as an employee duties with the Company or other service provider to on the CompanyExecutive’s own time, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereonthereon (the “Inventions”). For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the termination of the Employment Term, or upon the Company’s equipmentrequest. The Executive irrevocably conveys, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to the Executive shall not be obligated to incur any expense in connection therewithfrom the Company. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to the Executive from the Company.

Appears in 1 contract

Samples: Employment Agreement (Commercial Vehicle Group, Inc.)

Inventions. (a) Executive acknowledges Discoveries and agrees that Improvements - Employee shall disclose promptly to Company or its nominee any and all ideas, methods, inventions, discoveries, improvements, work products works of authorship, and computer or developments other apparatus programs (collectivelycollectively "Innovations") whether or not patentable, “Inventions”copyrightable, or susceptible to other forms of protection, conceived of or made by Employee in the course of employment with Company, and assigns and agrees to assign all interest therein to Company or its nominee. An Innovation will be deemed to have been made in the course of employment unless the Innovation (1) was developed on the employee's own time, (2) outside Employee’s regular or assigned duties for Company, and (3) no Company equipment, facility, or proprietary information of the Company was used. Employee further agrees, without charge to Company but at its expense, to execute at the Company's option a specific assignment to the Company of all rights, title, and interest to such Innovations and agrees to execute all applications or other forms of protection for such Innovations in the United States and in other countries. 2. Non-disclosure -The Employee covenants and agrees that the Employee will not (except as required in the course of employment with the Company), whether patentable while in the employ of the Company or unpatentablethereafter, made communicate or conceived by Executivedivulge to, solely or jointly with othersuse for the benefit of him or herself or any other person, that are related to Executive’s work as an employee firm, association, or other service provider to corporation, without the written consent of the Company, shall belong exclusively to the Company (or its designee)any proprietary information concerning any inventions, whether or not patent applications are filed thereon. For the avoidance of doubtdiscoveries, Executive understands that the provisions of this Section 7 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s improvements, processes, formulas, apparatus, computer programs, equipment, suppliesmethods, facilitiestrade secrets, research data, rate and cost data, circuit layouts, daily addenda, personnel data, identities of users or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development purchasers of the Company; 's products or (2) result from any work performed by an employee for the Company (services, customer billing or other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countriesproprietary matters possessed, whether during owned, or subsequent to the Employment Period, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time used by the Company or its affiliates, including proprietary information of a third party which the Company is bound to protect that may be communicated to, acquired by, or learned of or developed by the Employee in the course of or as a result of his or her employment with respect the Company. All records, files, memoranda, reports, price lists, customer lists, drawings, plans, sketches, documents, equipment, and the like relating to the Inventionsbusiness of Company, provided that Executive which Employee shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to use or prepare shall remain the Company (or its designee) sole property of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefit, all without additional compensation to Executive from the Company. 3.

Appears in 1 contract

Samples: Intellectual Property Agreement (Dex Media, Inc.)

Inventions. (a) Executive acknowledges and agrees that all ideas, methodsAll discoveries, inventions, discoveriesimprovements (including, improvementsbut not limited to, work products all processes, technologies and procedures, ideas and innovations, whether or developments (collectively, “Inventions”not patentable or copyrightable including all data and records pertaining thereto), which the Employee may invent, discover, originate, make or conceive during the term of his employment and for a period of six months thereafter, either alone or with others and whether patentable or unpatentablenot during working hours or by the use of facilities of the Company, made and which arise out of research conducted by, for or conceived by Executiveunder the direction of the Company or which relate to, solely or jointly are or may be likely be, useful in connection with others, that are related to Executive’s work as an employee or other service provider the business of the Company. The Employee will promptly and fully disclose Inventions to the Company, shall belong exclusively to and will promptly record Inventions in such form as the Company (or its designee), whether or not patent applications are filed thereonmay request. For the avoidance of doubt, Executive understands that the provisions of this Section 7 requiring assignment of Inventions to the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive The Employee will assign to the Company all right, title and interest to all Inventions reduced to writing, drawings or practice by or for the Inventions and all patents that may issue thereon Employee, or an assignee or successor, within six months after termination of employment. This Agreement shall not be construed to limit in any and all countries, whether during way any "shop rights" or subsequent to the Employment Period, together with the right to file, in Executive’s name other common law or in the name contractual rights of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to any Inventions or Confidential Information, which the Company has or may have by virtue of the Employee's employment or otherwise. 3 The Employee will execute upon the Company's request at any time, and at the Company's expense, any applications, assignments and other documents that the Company may deem necessary or desirable to protect or perfect its rights (including any patent rights) in the Inventions, provided that Executive shall not be obligated to incur any expense and will assist the Company, at the Company's expense, in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applicationsobtaining, defending, and give the Company and enforcing its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefitrights therein, all without additional further compensation or payments to Executive from the CompanyEmployee. The Employee hereby appoints the Company his attorney-in-fact for purposes of effecting any or all of the foregoing.

Appears in 1 contract

Samples: Employee Agreement (Biopure Corp)

Inventions. (a) 7.7.1 The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to the Executive’s work with the Company, made or conceived by the Executive, solely or jointly with others, during the Term, or (B) suggested by any work that the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, but only insofar as the Inventions are related to the Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the termination of the Term, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. The Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 1 contract

Samples: Employment Agreement (Installed Building Products, Inc.)

Inventions. (ai) Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to Executive’s work with the Company, made or conceived by Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that Executive performs in connection with the Company, either while performing his duties with the Company or on his own time, but only insofar as the Inventions are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and Executive developed entirely on his own time without using will surrender them upon the termination of the Employment Term, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its benefit, all without additional compensation to Executive from the Company, but entirely at the Company’s expense.

Appears in 1 contract

Samples: Executive Employment Agreement (Cerecor Inc.)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products products, developments or developments works of authorship (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to the Executive’s work with the Company Group, made or conceived by the Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that the Executive performs in connection with the Company Group, either while performing the Executive’s duties with the Company Group or on the Executive’s own time, but only insofar as the Inventions are related to the Executive’s work as an employee or other service provider to the CompanyCompany Group, shall belong exclusively to the Company Group (or its designee), whether or not patent applications are filed thereon. For The Executive will keep full and complete written records (the avoidance of doubt“Records”), Executive understands that in the provisions of this Section 7 requiring assignment of Inventions to manner prescribed by the Company do not apply to any Invention that Executive developed entirely on his own time without using the Company’s equipmentGroup, suppliesof all Inventions, facilities, or trade secret information except for those and will promptly disclose all Inventions that either (1) relate at the time of conception or reduction to practice of the Invention completely and in writing to the Company’s Business. The Records shall be the sole and exclusive property of the Company Group, and the Executive will surrender them upon the termination of the Employment Term, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for upon the Company (other than Executive)Group’s request. The Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company Group with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. The Executive will also execute assignments to the Company Group (or its designee) of the Applications, and give the Company Group and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company Group’s benefit, all without additional compensation to the Executive from the CompanyCompany Group, but entirely at the Company Group’s expense.

Appears in 1 contract

Samples: Employment Agreement (Epicor International Holdings, Inc.)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectivelyproducts, “Inventions”)developments, software, know-how, processes, techniques, methods, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of the Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by the Executive, solely or jointly with others, during the Employment Term, or (B) suggested by any work that are related to the Executive performs in connection with the Company, either while performing the Executive’s work as an employee duties with the Company or other service provider to on the CompanyExecutive’s own time, shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereonthereon (the “Inventions”). For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them upon the termination of the Employment Term, or upon the Company’s equipmentrequest. The Executive irrevocably conveys, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to the Executive shall not be obligated to incur any expense in connection therewithfrom the Company. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the Company’s benefit, all without additional compensation to the Executive from the Company.

Appears in 1 contract

Samples: Employment Agreement (Commercial Vehicle Group, Inc.)

Inventions. (ai) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectivelyproducts, “Inventions”)developments, software, know-how, processes, techniques, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to or improved with the use of any Company resources and/or within the scope of the Executive’s work with the Company, or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or conceived by the Executive, solely or jointly with others, during the Term, or (B) suggested by any work that are related to Executive’s work as an employee or other service provider to the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, in any such case, during the Term shall belong exclusively to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereonthereon (the “Inventions”). For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubt, Executive understands that the provisions of this Section 7 requiring assignment of all Inventions and will promptly disclose all Inventions completely and in writing to the Company do not apply to any Invention that Company. The Records shall be the sole and exclusive property of the Company, and the Executive developed entirely on his own time without using will surrender them promptly following the termination of the Term, or promptly following the Company’s equipmentearlier written request. The Executive irrevocably conveys, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign transfers and assigns to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodTerm, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applications, sign such papers, take all rightful oaths, oaths and perform all other acts as may be reasonably requested from time to time by the Company with respect to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, provided that all without additional compensation to the Executive shall not be obligated to incur any expense in connection therewithfrom the Company. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its the 10 Company’s benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 1 contract

Samples: Employment Agreement (Frontier Communications Parent, Inc.)

Inventions. (a) The Executive hereby assigns to the Company the Executive’s entire right, title and interest in and to all discoveries and improvements, patentable or otherwise, trade secrets and ideas, writings and copyrightable material, which may be conceived by the Executive or developed or acquired by the Executive during the Executive’s employment and which may pertain directly or indirectly to the business of the Company or any of its subsidiaries or affiliates, and which the Executive hereby agrees is work for hire performed in the scope of the Executive’s employment. The Executive agrees to disclose fully all such developments to the Company upon its request, which disclosure will be made in writing promptly following any such request. The Executive will upon the Company’s request, execute, acknowledge and deliver to the Company all instruments and do all other acts which are necessary or desirable to enable the Company or any of its subsidiaries or affiliates to file and prosecute applications for, and to acquire, maintain and enforce, all patents, trademarks, and copyrights in all countries. The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, made or conceived the Executive hereby is and has been notified by Executive, solely or jointly with others, that are related to Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee)and understands, whether or not patent applications are filed thereon. For the avoidance of doubt, Executive understands that the foregoing provisions of this Section 7 requiring assignment of Inventions to the Company 5(e) do not apply to any Invention that Executive developed entirely on his own time without using the Company’s an invention for which no equipment, supplies, facilities, facilities or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention Company or any of its parent companies, subsidiaries or other affiliates was used and which was developed entirely on the Executive’s own time, unless: (i) the invention relates (x) to the business of the Company or any of its subsidiaries or other affiliates or (y) to the Company’s Business, or any of its subsidiaries’ or other affiliates’ actual or demonstrably anticipated research or development of the Company; and development, or (2ii) result the invention results from any work performed by an employee the Executive for the Company (or any of its subsidiaries or other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Period, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and for a period of three years subsequent to the Employment Period, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, to obtain the Inventions for its benefit, all without additional compensation to Executive from the Companyaffiliates.

Appears in 1 contract

Samples: Separation Agreement (Aon PLC)

Inventions. (a) 1.1.1 The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, (A) that relate to the Executive’s work with the Company, made or conceived by the Executive, solely or jointly with others, during the Initial Term and each Subsequent Term, or (B) suggested by any work that the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, but only insofar as the Inventions are related to the Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. For The Executive will keep full and complete written records (the avoidance “Records”), in the manner prescribed by the Company, of doubtall Inventions, Executive understands that the provisions of this Section 7 requiring assignment of and will promptly disclose all Inventions completely and in writing to the Company do not apply to Company. The Records shall be the sole and exclusive property of the Company, and the Executive will surrender them upon the termination of the Initial Term or any Invention that Executive developed entirely on his own time without using Subsequent Term, or upon the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive)request. The Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodInitial Term or any Subsequent Term, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and for a period of three years subsequent to the Employment PeriodInitial Term and each Subsequent Term, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

Appears in 1 contract

Samples: Employment Agreement (Installed Building Products, Inc.)

Inventions. (ai) Executive The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (collectively, “Inventions”), whether patentable or unpatentable, that relate to the Employee’s work with the Company or any of its subsidiaries, made or conceived by Executivethe Employee, solely or jointly with others, that are related while performing the Employee’s duties with the Company or any of its subsidiaries, and whether or not made or conceived prior to, on or after the date of this Agreement and prior to Executivetermination of the Employee’s work as an employee or other service provider to with the Company, shall belong exclusively to the Company (or its designee), whether or not patent or trademark applications are filed thereon; (excluding non-fiction relating to the Employee’s career, or general business or lifestyle advice). For the avoidance of doubt, Executive understands that the provisions of this Section 7 requiring assignment of Inventions The Employee hereby assigns to the Company do not apply to any Invention that Executive developed entirely on his own time without using (in subsection (ii) below) the Company’s equipment, supplies, facilities, or trade secret information except for those Inventions that either (1) relate at the time of conception or reduction to practice of the Invention to the Company’s Business, or actual or demonstrably anticipated research or development of the Company; or (2) result from any work performed by an employee for the Company (other than Executive). Executive will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment PeriodInventions, together with the right to file, in Executivethe Employee’s name or in the name of the Company (or its designee), applications for patents patents, trademarks and equivalent rights (whether before, during or subsequent to the Employee’s employment with the Company) (the “Applications”). Executive The Employee will, at any time during and for a period of three years subsequent to the Employment PeriodTerm, make such applicationsApplications, sign such papers, take all rightful oaths, and perform all acts as may be reasonably requested from time to time by the Company with respect to the Inventions, provided that Executive shall not be obligated to incur any expense in connection therewith. Executive The Employee will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony), at no expense to Executive, ) to obtain the Inventions for its benefit, all without additional compensation to Executive the Employee from the Company, but entirely at the Company’s expense.

Appears in 1 contract

Samples: Employment Agreement (Rent the Runway, Inc.)

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