Common use of Inventions Clause in Contracts

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee will assign 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, developments, software, know-how, processes, techniques, methods, works of authorship authorship, and other work product, whether patentable or unpatentable, (A) that are reduced to practice, created, invented, designed, developed, contributed to, to or improved with the use of any Company Group resources and/or within the scope of the EmployeeExecutive’s work with the Company Company, or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany Group, and that are made or conceived by the EmployeeExecutive, solely or jointly with others, during the period of the Employee’s employment with the CompanyTerm, or (B) suggested by any work that the Employee Executive performs in connection with the Company, either while performing the EmployeeExecutive’s duties with the Company or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the Company, shall belong exclusively to the Company Group (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, Inventions and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee Executive will surrender them upon the termination of the Employment Term, or upon the Company’s earlier written request. The Employee will assign Executive 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 Term, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee Executive will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, oaths and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee Executive from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Group resources and/or within the scope of the Employee’s work with the Company Group or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany Group, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany Group, either while performing the Employee’s duties with the Company Group or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the Company, shall belong exclusively to the Company Group (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany Group, and the Employee will surrender them upon the termination of the Employment Term, or upon the CompanyCompany Group’s request. The Employee will assign irrevocably conveys, transfers and assigns to the Company Group 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 Term, together with the right to file, in the Employee’s name or in the name of the Company Group (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the CompanyCompany Group’s rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany Group. The Employee 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) to obtain the Inventions for the CompanyCompany Group’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expenseCompany Group.

Inventions. (ia) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 EmployeeExecutive’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 EmployeeExecutive, solely or jointly with others, during the period of the Employee’s his employment with the Company, or (B) suggested by any work that the Employee Executive performs in connection with the Company, either while performing the EmployeeExecutive’s duties with the Company or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the EmployeeExecutive’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 (the “Inventions”). The Employee Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee Executive will surrender them upon the termination of the Employment Term, his employment or upon the Company’s request. The Employee will assign Executive 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 Termhis term of employment, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee Executive will, at any time during and subsequent to the Employment Termhis term of employment, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee Executive from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 resources of the Company resources or its subsidiaries and/or within the scope of the Employee’s work with the Company or its subsidiaries or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or its subsidiaries, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or its subsidiaries, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or its subsidiaries, either while performing the Employee’s duties with the Company or its subsidiaries or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or its subsidiaries, shall belong exclusively to the Company or its subsidiaries (or its a designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany or its subsidiaries, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany or its subsidiaries, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s requestrequest of the Company or any of its subsidiaries. The Employee will assign to the Company or its subsidiaries 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or its subsidiaries (or its a designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or its subsidiaries to perfect, record, enforce, protect, patent or register the Company’s (or a subsidiary’s) rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries. The Employee will also execute assignments to the Company or its subsidiaries (or its a designee) of the Applications, and give the Company Company, its subsidiaries and its their attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s (or a subsidiary’s) benefit, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries, but entirely at the Company’s expenseexpense of the Company or its subsidiaries.

Inventions. (i) The Employee acknowledges Any and agrees that all ideas, methods, inventions, discoveries, patents, patent applications, continuation-in-part patent applications, divisional patent applications, technology, copyrights, derivative works, trademarks, service marks, improvements, work productstrade secrets and the like (collectively, developments“Inventions”), softwarewhich are or have been developed, know-how, processes, techniques, methods, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practiceconceived, created, inventeddiscovered, designedlearned, developedproduced and/or otherwise generated by Employee, contributed towhether individually or otherwise, during the time that Employee has been employed by the Company, whether or improved with the use of any Company resources not during working hours, that related to (a) current and anticipated businesses and/or within the scope activities of the Employee’s work with Company, (b) the Company or that relate to the business, operations or actual or demonstrably current and anticipated research or development of the Company, and that are made or conceived (c) any work performed by the Employee, solely or jointly with others, during the period of the Employee’s employment with Employee for the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Company shall own any and all right, title and interest to such Inventions. Employee will surrender them upon the termination of the Employment Termassigns, or upon the Company’s request. The Employee will and agrees to assign to the Company whenever so requested by the Inventions and all patents or other intellectual property rights that may issue thereon in Company, any and all countriesright, whether during or subsequent title and interest in and to the Employment Termany such Invention, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense, and Employee agrees to execute any and all applications, assignments or other instruments which the Company deems desirable or necessary to protect such interests, at the Company’s expense. Employee acknowledges that as part of her work for the Company, she has been asked to create, or contribute to the creation of, computer programs, documentation and other copyrightable works. Employee hereby agrees that any and all computer programs, documentation and other copyrightable materials that she has prepared or worked on for the Company shall be treated as and shall be a “work made for hire,” for the exclusive ownership and benefit of the Company according to the copyright laws of the United States, including, but not limited to, Sections 101 and 201 of Title 17 of the U.S. Code (“U.S.C.”) as well as according to similar foreign laws. The Company shall have the exclusive right to register the copyrights in all such works in its name as the owner and author of such works and shall have the exclusive rights conveyed under 17 U.S.C. Sections 106 and 106A including, but not limited to, the right to make all uses of the works in which attribution or integrity rights may be implicated. Without in any way limiting the foregoing, to the extent the works are not treated as works made for hire under any applicable law, Employee hereby irrevocably assigns, transfers, and conveys to the Company and its successors and assigns any and all worldwide right, title, and interest that Employee may now or in the future have in or to the works, including, but not limited to, all ownership, U.S. and foreign copyrights, all treaty, convention, statutory and common law rights under the law of any U.S. or foreign jurisdiction, the right to xxx for past, present, and future infringement, and moral, attribution, and integrity rights. Employee hereby expressly and forever irrevocably waives any and all rights that she may have arising under 17 U.S.C. Sections 106A, rights that may arise under any federal, state, or foreign law that conveys rights that are similar in nature to those conveyed under 17 U.S.C. Section 106A, and any other type of moral right or droit moral.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 resources of the Company resources or its subsidiaries and/or within the scope of the Employee’s work with the Company or its subsidiaries or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or its subsidiaries, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or its subsidiaries, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or its subsidiaries, either while performing the Employee’s duties with the Company or its subsidiaries or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or its subsidiaries, shall belong exclusively to the Company or its subsidiaries (or its a designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany or its subsidiaries, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany or its subsidiaries, and the Employee will surrender them upon the termination of the Employment Term, or upon request of the Company’s requestCompany or any of its subsidiaries. The Employee will assign to the Company or its subsidiaries 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or its subsidiaries (or its a designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or its subsidiaries to perfect, record, enforce, protect, patent or register the Company’s (or a subsidiary’s) rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries. The Employee will also execute assignments to the Company or its subsidiaries (or its a designee) of the Applications, and give the Company Company, its subsidiaries and its their attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s (or a subsidiary’s) benefit, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries, but entirely at the Company’s expenseexpense of the Company or its subsidiaries.

Inventions. (i) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, developments, software, know-how, processes, techniques, methods, works of authorship and other work productproduct or other intellectual property, whether or not patentable or unpatentablecopyrightable, that are (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved (collectively, “Conceived”) with the use of any Company resources and/or within the scope of the EmployeeExecutive’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 otherwise Conceived by the EmployeeExecutive, solely or jointly with others, during the period of the EmployeeExecutive’s employment with the Company, or (B) suggested by any work that the Employee Executive performs in connection with the Company, either while performing the EmployeeExecutive’s duties with the Company or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the EmployeeExecutive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not any patent or other applications for intellectual property protection are filed filed, issued or granted thereon (the “Inventions”). The Employee Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee Executive will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee Executive will assign to the Company the Inventions and all patents or patents, registrations and other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment Term, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee Executive will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee Executive from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) 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 timetime , but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 EmployeeExecutive’s work with duties to the Company Group 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 EmployeeExecutive, solely or jointly with others, during the period of the EmployeeExecutive’s employment or other engagement with the Company, Company Group; or (B) suggested by any work that the Employee Executive performs in connection with the CompanyCompany Group, either while performing the EmployeeExecutive’s duties with the Company Group or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the Company, shall will belong exclusively to the Company Group (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be are the sole and exclusive property of the Company, and the Employee Executive will surrender them upon the termination of the Employment Termemployment, or upon the Company’s request. The Employee will assign Executive 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 TermExecutive’s employment or other engagement with the Company Group, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee Executive will, at any time during and subsequent to the Employment TermExecutive’s employment or other engagement with the Company Group, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (ia) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Group Member’s resources and/or within the scope of the Employee’s work with the relevant Company Group Member or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany Group, and that are made or conceived by the Employee, solely or jointly with others, during the period term of the Employee’s employment with the Companyemployment, or (B) suggested by any work that the Employee performs in connection with the Companyrelevant Company Group Member, either while performing the Employee’s duties with the such Company Group Member or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment TermEmployee’s period of employment with, or other service relationship with, the Company Group, or upon the Company’s request. The Employee 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 TermEmployee’s period of employment with, or other service relationship with, any Company Group Member, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment TermEmployee’s period of employment with, or other service relationship with, any Company Group Member, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges You acknowledge and agrees agree that all ideas, methods, inventions, discoveries, improvements, work products, developments, software, know-how, processes, techniques, methods, works of authorship and other work productproducts or developments ("Inventions"), whether patentable or unpatentable, (A) that are reduced relate to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or within the scope of the Employee’s your 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 Employeeyou, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) suggested by any work that the Employee performs you perform in connection with the Company, either while performing the Employee’s your duties with the Company or on the Employee’s your own time, but only insofar as the Inventions are related to the Employee’s your 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 (the “Inventions”)thereon. The Employee You will keep full and complete written records (the “"Records”"), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee you will surrender them upon the termination of the Employment Term, or upon the Company’s 's request. The Employee You will assign 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 Term, together with the right fight to file, in the Employee’s your name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “"Applications”"). The Employee You will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be 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, all without additional compensation to the Employee from the Company. The Employee 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) to obtain the Inventions for the Company’s its benefit, all without additional compensation to the Employee you from the Company, but entirely at the Company’s 's expense. In addition, the Inventions will be deemed Work for Hire, as such term is defined under the copyright laws of the United States, on behalf of the Company and you agree that the Company will be the sole owner of the Inventions, and all underlying rights therein, in all media now known or hereinafter devised, throughout the universe and in perpetuity without any further obligations to you. If the Inventions, or any portion thereof, are deemed not to be Work for Hire, you hereby irrevocably convey, transfer and assign to the Company, all rights, in all media now known or hereinafter devised, throughout the universe and in perpetuity, in and to the Inventions, including, without limitation, all of your right, title and interest in the copyrights (and all renewals, revivals and extensions thereof) to the Inventions, including, without limitation, all rights of any kind or any nature now or hereafter recognized, including without limitation, the unrestricted right to make modifications, adaptations and revisions to the Inventions, to exploit and allow others to exploit the Inventions and all rights to sue at law or in equity for any infringement, or other unauthorized use or conduct in derogation of the Inventions, known or unknown, prior to the date hereof, including, without limitation, the right to receive all proceeds and damages therefrom. In addition, you hereby waive any so-called "moral rights" with respect to the Inventions. You hereby waive any and all currently existing and future monetary rights in and to the Inventions and all patents that may Issue thereon, including, without limitation, any rights that would otherwise accrue to your benefit by virtue of you being an employee of or other service provider to the Company.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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, to or improved with the use of any Company resources and/or within the scope of the Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, will at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company, but at the Company’s expense. 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) to obtain the Inventions for the Company’s benefit, benefit all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges Any and agrees that all ideas, methods, inventions, discoveries, patents, patent applications, continuation-in-part patent applications, divisional patent applications, technology, copyrights, derivative works, trademarks, service marks, improvements, work productstrade secrets and the like (collectively, developments“Inventions”), softwarewhich are or have been developed, know-how, processes, techniques, methods, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practiceconceived, created, inventeddiscovered, designedlearned, developedproduced and/or otherwise generated by Employee, contributed towhether individually or otherwise, during the time that Employee has been employed by the Company, whether or improved with the use of any Company resources not during working hours, that related to (a) current and anticipated businesses and/or within the scope activities of the Employee’s work with Company, (b) the Company or that relate to the business, operations or actual or demonstrably current and anticipated research or development of the Company, and that are made or conceived (c) any work performed by the Employee, solely or jointly with others, during the period of the Employee’s employment with Employee for the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Company shall own any and all right, title and interest to such Inventions. Employee will surrender them upon the termination of the Employment Termassigns, or upon the Company’s request. The Employee will and agrees to assign to the Company whenever so requested by the Inventions and all patents or other intellectual property rights that may issue thereon in Company, any and all countriesright, whether during or subsequent title and interest in and to the Employment Termany such Invention, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense, and Employee agrees to execute any and all applications, assignments or other instruments which the Company deems desirable or necessary to protect such interests, at the Company’s expense. Employee acknowledges that as part of her work for the Company, she has been asked to create, or contribute to the creation of, computer programs, documentation and other copyrightable works. Employee hereby agrees that any and all computer programs, documentation and other copyrightable materials that she has prepared or worked on for the Company shall be treated as and shall be a “work made for hire,” for the exclusive ownership and benefit of the Company according to the copyright laws of the United States, including, but not limited to, Sections 101 and 201 of Title 17 of the U.S. Code (“U.S.C.”) as well as according to similar foreign laws. The Company shall have the exclusive right to register the copyrights in all such works in its name as the owner and author of such works and shall have the exclusive rights conveyed under 17 U.S.C. Sections 106 and 106A including, but not limited to, the right to make all uses of the works in which attribution or integrity rights may be implicated. Without in any way limiting the foregoing, to the extent the works are not treated as works made for hire under any applicable law, Employee hereby irrevocably assigns, transfers, and conveys to the Company and its successors and assigns any and all worldwide right, title, and interest that Employee may now or in the future have in or to the works, including, but not limited to, all ownership, U.S. and foreign copyrights, all treaty, convention, statutory and common law rights under the law of any U.S. or foreign jurisdiction, the right to sxx for past, present, and future infringement, and moral, attribution, and integrity rights. Employee hereby expressly and forever irrevocably waives any and all rights that she may have arising under 17 U.S.C. Sections 106A, rights that may arise under any federal, state, or foreign law that conveys rights that are similar in nature to those conveyed under 17 U.S.C. Sections 106A, and any other type of moral right or droit moral.

Inventions. (i%3) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 resources of the Company resources or its subsidiaries and/or within the scope of the Employee’s work with the Company or its subsidiaries or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or its subsidiaries, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or its subsidiaries, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or its subsidiaries, either while performing the Employee’s duties with the Company or its subsidiaries or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or its subsidiaries, shall belong exclusively to the Company or its subsidiaries (or its a designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany or its subsidiaries, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany or its subsidiaries, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s requestrequest of the Company or any of its subsidiaries. The Employee will assign to the Company or its subsidiaries 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or its subsidiaries (or its a designee), applications for patents and equivalent rights (the “Applications”). The LA\2420372.9 Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or its subsidiaries to perfect, record, enforce, protect, patent or register the Company’s (or a subsidiary’s) rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries. The Employee will also execute assignments to the Company or its subsidiaries (or its a designee) of the Applications, and give the Company Company, its subsidiaries and its their attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s (or a subsidiary’s) benefit, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries, but entirely at the Company’s expenseexpense of the Company or its subsidiaries.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 or Holdco resources and/or within the scope of the Employee’s work with the Company or Holdco or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or Holdco, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or Holdco, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or Holdco, either while performing the Employee’s duties with the Company or Holdco or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or Holdco, shall belong exclusively to the Company and Holdco (or its their designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany and Holdco, of all Inventions, and will promptly disclose all Inventions completely and in writing to the CompanyCompany and Holdco. The Records shall be the sole and exclusive property of the CompanyCompany and Holdco, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s or Holdco’s request. The Employee will assign to the Company or Holdco 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or Holdco (or its their designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or Holdco to perfect, record, enforce, protect, patent or register the Company’s or Holdco’s rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or Holdco. The Employee will also execute assignments to the Company or Holdco (or its their designee) of the Applications, and give the Company Company, Holdco and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s and Holdco’s benefit, all without additional compensation to the Employee from the CompanyCompany or Holdco, but entirely at the Company’s or Holdco’s expense.

Inventions. (i) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 WOW Company resources and/or within the scope of the EmployeeExecutive’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 EmployeeExecutive, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Period, or (B) suggested by any work that the Employee Executive performs in connection with the Company, either while performing the EmployeeExecutive’s duties with the Company or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the any WOW Company, and the Employee Executive will surrender them upon the termination of the Employment TermPeriod, or upon the Company’s request. The Employee will assign Executive 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 TermPeriod, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee Executive will, at any time during and subsequent to the Employment TermPeriod, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee Executive from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges Any and agrees that all ideasinventions, methods, inventionsproducts, discoveries, improvements, work productscopyrightable works, developmentstrademarks, softwareservice marks, know-howideas, processes, techniquesformulae, methods, works of authorship and other work productdesigns, whether patentable techniques or unpatentable, trade secrets (Acollectively hereinafter referred to as “Inventions”) that are reduced to practice, created, invented, designedmade, developed, contributed to, conceived or improved with the use of any Company resources and/or within the scope of the Employee’s resulting from work with the Company performed by Employee (alone 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 Employee, solely or jointly in conjunction with others, during the period regular hours of the Employee’s employment with the Companywork or otherwise) while Employee is employed by Company and which may be directly or indirectly useful in, or related to, the business of Company (B) suggested by including ,without limitation, research and development activities of Company), or which are made using any work that the Employee performs in connection with the Companyequipment, either while performing the Employee’s duties with the Company or on the Employee’s own timefacilities, but only insofar as the Inventions are related to the Employee’s work as an employee Confidential Information, materials, labor, money, time or other service provider to the resources of Company, shall belong exclusively be promptly disclosed by Employee to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the one of Company, of all Inventions’s executive officers, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property deemed Confidential Information for purposes of the CompanyAgreements, and the shall be Company’s exclusive property. Employee will surrender them shall, upon the termination of the Employment Term, or upon the Company’s request. The Employee will assign to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in , execute any and all countries, whether during or subsequent to the Employment Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, documents and perform all other such acts as may be requested from time to time by and things which are necessary or advisable in the opinion of Company to perfectcause issuance of patents to, recordcopyrights for, enforceor otherwise obtain recorded protection of rights to intellectual property for, protect, patent or register the Company with respect to Inventions that are to be Company’s rights property under this Section, or to transfer to and vest in Company full and exclusive right, title and interest in and to such Inventions; provided, however, that the Inventions, all without additional compensation expense of securing any such protection of right to the Employee from the Inventions shall be borne by Company. The In addition, Employee will also execute assignments to the Company (or its designee) of the Applicationsshall, and give the Company and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense, assist Company in any proper manner in enforcing any inventions that are to be or become Company’s property hereunder against infringement by others. Employee shall keep confidential and will hold for Company’s sole use and benefit any invention that is to be Company’s exclusive property under this Section for which full recorded protection of right has not been or cannot be obtained.

Inventions. (i) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 EmployeeExecutive’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 EmployeeExecutive, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Period, or (B) suggested by any work that the Employee Executive performs in connection with the Company, either while performing the EmployeeExecutive’s duties with the Company or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will Executive shall keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will shall promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will Executive shall surrender them upon the termination of the Employment TermPeriod, or upon the Company’s request. The Employee will assign Executive 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 TermPeriod, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee willExecutive shall, at any time during and subsequent to the Employment TermSeparation Date, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee will Executive shall 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee Executive from the Company. In addition, but entirely at the Inventions shall be deemed Work for Hire, as such term is defined under the copyright laws of the United States, on behalf of the Company and Executive agrees that the Company shall be the sole owner of the Inventions, and all underlying rights therein, in all media now known or hereinafter devised, throughout the universe and in perpetuity without any further obligations to Executive. If the Inventions, or any portion thereof, are deemed not to be Work for Hire, or the rights in such Inventions do not otherwise automatically vest in the Company, Executive hereby irrevocably conveys, transfers and assigns to the Company, all rights, in all media now known or hereinafter devised, throughout the universe and in perpetuity, in and to the Inventions, including, without limitation, all of Executive’s expenseright, title and interest in the copyrights (and all renewals, revivals and extensions thereof) to the Inventions, including, without limitation, all rights of any kind or any nature now or hereafter recognized, including, without limitation, the unrestricted right to make modifications, adaptations and revisions to the Inventions, to exploit and allow others to exploit the Inventions and all rights to xxx at law or in equity for any infringement, or other unauthorized use or conduct in derogation of the Inventions, known or unknown, prior to the date hereof, including, without limitation, the right to receive all proceeds and damages therefrom. In addition, Executive hereby waives any so-called “moral rights” with respect to the Inventions. To the extent that Executive has any rights in the results and proceeds of Executive’s service to the Company that cannot be assigned in the manner described herein, Executive agrees to unconditionally waive the enforcement of such rights. The Executive hereby waives any and all currently existing and future monetary rights in and to the Inventions and all patents and other registrations for intellectual property that may issue thereon, including, without limitation, any rights that would otherwise accrue to Executive’s benefit by virtue of Executive being an employee of or other service provider to the Company.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 resources of the Company resources or its subsidiaries and/or within the scope of the Employee’s work with the Company or its subsidiaries or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or its subsidiaries, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or its subsidiaries, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or its subsidiaries, either while performing the Employee’s duties with the Company or its subsidiaries or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or its subsidiaries, shall belong exclusively to the Company or its subsidiaries (or its a designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany or its subsidiaries, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany or its subsidiaries, and the Employee will surrender them upon the termination of the Employment Term, or upon request of the Company’s requestCompany or any of its subsidiaries. The Employee will assign to the Company or its subsidiaries 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or its subsidiaries (or its a designee), applications for patents and equivalent rights (the US-DOCS\128774742.1 “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or its subsidiaries to perfect, record, enforce, protect, patent or register the Company’s (or a subsidiary’s) rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries. The Employee will also execute assignments to the Company or its subsidiaries (or its a designee) of the Applications, and give the Company Company, its subsidiaries and its their attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s (or a subsidiary’s) benefit, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries, but entirely at the Company’s expenseexpense of the Company or its subsidiaries.

Inventions. (ia) The If at any time or times during the Employee's employment, the Employee acknowledges and agrees that all ideasmakes, methodsconceives, inventionsdevelops, discoveriescreates, improvementsdiscovers, invents or reduces to practice, in whole or in part, either alone or jointly with others, any invention, modification, discovery, design, development, improvement, process, software program, work productsof authorship documentation, developmentsformula, softwaredata, knowtechnique, known-how, processes, techniques, methods, works of authorship and other work product, trade secret or intellectual property right whatsoever or any interest therein (whether or not patentable or unpatentableregistrable under copyright, trademark or similar statutes or subject to analogous protection) (Aherein called "Developments") that are reduced and (a) relates at the time of inception or reduction to practice, created, invented, designed, developed, contributed to, practice thereof to actual or improved with the use demonstrably anticipated business of any Company resources and/or within the scope of the Employee’s work with the Company or that relate to the business, operations or its actual or demonstrably anticipated research and development, including without limitation, to any customer of or development supplier to the Company or to any of the products or services being developed, manufactured or sold by the Company or which may be used in relation therewith; (b) results from tasks assigned to the Employee and/or performed by the Employee on behalf or for the benefit of the Company; or (c) results from work performed by the Employee on Company time or through the use of the Company's resources, promises and property (whether tangible or intangible), such Developments and benefits thereof are and immediately shall become the sole and absolute property of the Company and its assigns, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the Company, further extent permitted by law shall belong exclusively to the Company (or its designee), whether or not patent or other applications be deemed works made for intellectual property protection are filed thereon (the “Inventions”)hire. The Employee will keep full Company and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records its assigns shall be the sole and exclusive property owner of the Companyall patents, copyrights, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s requestother rights in connection therewith. The Employee will assign to hereby assigns any rights the Company the Inventions and all patents Employee may have or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment Term, together with the right to file, acquire in the Employee’s name Developments and benefits or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent resulting therefrom to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. The Employee will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys assigns without further compensation and shall communicate, without cost or delay, and without disclosing to others all reasonable assistance available information relating thereto (including the giving of testimonyincluding, without limitation, all necessary plans, diagrams, models and reports) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges Any and agrees that all ideasinventions, methods, inventionsproducts, discoveries, improvements, work productscopyrightable works, developmentstrademarks, softwareservice marks, know-howideas, processes, techniquesformulae, methods, works of authorship and other work productdesigns, whether patentable techniques or unpatentable, trade secrets (Acollectively hereinafter referred to as "Inventions") that are reduced to practice, created, invented, designedmade, developed, contributed to, conceived or improved with the use of any Company resources and/or within the scope of the Employee’s resulting from work with the Company performed by Employee (alone 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 Employee, solely or jointly in conjunction with others, during the period regular hours of the Employee’s employment with the Companywork or otherwise) while Employee is employed by Company and which may be directly or indirectly useful in, or related to, the business of Company (B) suggested by including, without limitation, research and development activities of Company), or which are made using any work that the Employee performs in connection with the Companyequipment, either while performing the Employee’s duties with the Company or on the Employee’s own timefacilities, but only insofar as the Inventions are related to the Employee’s work as an employee Confidential Information, materials, labor, money, time or other service provider to the resources of Company, shall belong exclusively be promptly disclosed by Employee to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the one of Company, of all Inventions's executive officers, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property deemed Confidential Information for purposes of the Companythis Agreement, and the shall be Company's exclusive property. Employee will surrender them shall, upon the termination of the Employment TermCompany's request, or upon the Company’s request. The Employee will assign to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in execute any and all countries, whether during or subsequent to the Employment Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, documents and perform all other such acts as may be requested from time to time by and things which are necessary or advisable in the opinion of Company to perfectcause issuance of patents to, recordcopyrights for, enforceor otherwise obtain recorded protection of rights to intellectual property for, protectCompany with respect to Inventions that are to be Company's property under this Section, patent or register to transfer to and vest in Company full and exclusive right, title and interest in and to such Inventions; provided, however, that the Company’s rights in the Inventions, all without additional compensation expense of securing any such protection of right to the Employee from the Inventions shall be borne by Company. The In addition, Employee shall, at Company's expense, assist Company in any proper manner in enforcing any inventions that are to be or become Company's property hereunder against infringement by others. Employee shall keep confidential and will also execute assignments hold for Company's sole use and benefit any invention that is to the Company (be Company's exclusive property under this Section for which full recorded protection of right has not been or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expensecannot be obtained.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, developments, software, know-how, processes, techniques, methods, works of authorship and other work product, whether patentable or unpatentableunpatentable or subject to analogous protection, (A) that are reduced to practice, created, invented, designed, developed, contributed to, or improved with the use of any Company resources and/or or within the scope of the Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.,

Inventions. (i) ). The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 resources of the Company resources or its subsidiaries and/or within the scope of the Employee’s work with the Company or its subsidiaries or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or its subsidiaries, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or its subsidiaries, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or its subsidiaries, either while performing the Employee’s duties with the Company or its subsidiaries or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or its subsidiaries, shall belong exclusively to the Company or its subsidiaries (or its a designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany or its subsidiaries, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany or its subsidiaries, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s requestrequest of the Company or any of its subsidiaries. The Employee will assign to the Company or its subsidiaries 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or its subsidiaries (or its a designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or its subsidiaries to perfect, record, enforce, protect, patent or register the Company’s (or a subsidiary’s) rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries. The Employee will also execute assignments to the Company or its subsidiaries (or its a designee) of the Applications, and give the Company Company, its subsidiaries and its their attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s (or a subsidiary’s) benefit, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries, but entirely at the Company’s expenseexpense of the Company or its subsidiaries.

Inventions. (ia) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 EmployeeExecutive’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 EmployeeExecutive, solely or jointly with others, during the period of the Employee’s his employment with the Company, or (B) suggested by any work that the Employee Executive performs in connection with the Company, either while performing the EmployeeExecutive’s duties with the Company or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the EmployeeExecutive’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 (the “Inventions”). The Employee Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee Executive will surrender them upon the termination of the Employment Term, his employment or upon the Company’s request. The Employee will assign Executive 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 Termhis term of employment, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee Executive will, at any time during and subsequent to the Employment Termhis term of employment, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee 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) to obtain the Inventions for the 4 Company’s benefit, all without additional compensation to the Employee Executive from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges Any and agrees that all ideas, methods, inventions, discoveries, patents, patent applications, continuation-in-part patent applications, divisional patent applications, technology, copyrights, derivative works, trademarks, service marks, improvements, work productstrade secrets and the like (collectively, developments“Inventions”), softwarewhich are or have been developed, know-how, processes, techniques, methods, works of authorship and other work product, whether patentable or unpatentable, (A) that are reduced to practiceconceived, created, inventeddiscovered, designedlearned, developedproduced and/or otherwise generated by Employee, contributed towhether individually or otherwise, during the time that Employee has been employed by the Company, whether or improved with the use of any Company resources not during working hours, that related to (a) current and anticipated businesses and/or within the scope activities of the Employee’s work with Company, (b) the Company or that relate to the business, operations or actual or demonstrably current and anticipated research or development of the Company, and that are made or conceived (c) any work performed by the Employee, solely or jointly with others, during the period of the Employee’s employment with Employee for the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Company shall own any and all right, title and interest to such Inventions. Employee will surrender them upon the termination of the Employment Termassigns, or upon the Company’s request. The Employee will and agrees to assign to the Company whenever so requested by the Inventions and all patents or other intellectual property rights that may issue thereon in Company, any and all countriesright, whether during or subsequent title and interest in and to the Employment Termany such Invention, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense, and Employee agrees to execute any and all applications, assignments or other instruments which the Company deems desirable or necessary to protect such interests, at the Company’s expense. Employee acknowledges that as part of his work for the Company, he has been asked to create, or contribute to the creation of, computer programs, documentation and other copyrightable works. Employee hereby agrees that any and all computer programs, documentation and other copyrightable materials that he has prepared or worked on for the Company shall be treated as and shall be a “work made for hire,” for the exclusive ownership and benefit of the Company according to the copyright laws of the United States, including, but not limited to, Sections 101 and 201 of Title 17 of the U.S. Code (“U.S.C.”) as well as according to similar foreign laws. The Company shall have the exclusive right to register the copyrights in all such works in its name as the owner and author of such works and shall have the exclusive rights conveyed under 17 U.S.C. Sections 106 and 106A including, but not limited to, the right to make all uses of the works in which attribution or integrity rights may be implicated. Without in any way limiting the foregoing, to the extent the works are not treated as works made for hire under any applicable law, Employee hereby irrevocably assigns, transfers, and conveys to the Company and its successors and assigns any and all worldwide right, title, and interest that Employee may now or in the future have in or to the works, including, but not limited to, all ownership, U.S. and foreign copyrights, all treaty, convention, statutory and common law rights under the law of any U.S. or foreign jurisdiction, the right to sxx for past, present, and future infringement, and moral, attribution, and integrity rights. Employee hereby expressly and forever irrevocably waives any and all rights that he may have arising under 17 U.S.C. Sections 106A, rights that may arise under any federal, state, or foreign law that conveys rights that are similar in nature to those conveyed under 17 U.S.C. Section 106A, and any other type of moral right or droit moral.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 resources of the Company resources or its subsidiaries and/or within the scope of the Employee’s work with the Company or its subsidiaries or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or its subsidiaries, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or its subsidiaries, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or its subsidiaries, either while performing the Employee’s duties with the Company or its subsidiaries or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or its subsidiaries, shall belong exclusively to the Company or its subsidiaries (or its a designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany or its subsidiaries, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany or its subsidiaries, and the Employee will surrender them upon the termination of the Employment Term, or upon request of the Company’s requestCompany or any of its subsidiaries. The Employee will assign to the Company or its subsidiaries 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or its subsidiaries (or its a designee), applications for patents and equivalent rights (the US-DOCS\128769458.1 “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or its subsidiaries to perfect, record, enforce, protect, patent or register the Company’s (or a subsidiary’s) rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries. The Employee will also execute assignments to the Company or its subsidiaries (or its a designee) of the Applications, and give the Company Company, its subsidiaries and its their attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s (or a subsidiary’s) benefit, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries, but entirely at the Company’s expenseexpense of the Company or its subsidiaries.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges Any and agrees that all ideasinventions, methods, inventionsproducts, discoveries, improvements, work productscopyrightable works, developmentstrademarks, softwareservice marks, know-howideas, processes, techniquesformulae, methods, works of authorship and other work productdesigns, whether patentable techniques or unpatentable, trade secrets (Acollectively hereinafter referred to as “Inventions”) that are reduced to practice, created, invented, designedmade, developed, contributed to, conceived or improved with the use of any Company resources and/or within the scope of the Employee’s resulting from work with the Company performed by Employee (alone 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 Employee, solely or jointly in conjunction with others, during the period regular hours of the Employee’s employment with the Companywork or otherwise) while Employee is employed by Company and which may be directly or indirectly useful in, or related to, the business of Company (B) suggested by including ,without limitation, research and development activities of Company), or which are made using any work that the Employee performs in connection with the Companyequipment, either while performing the Employee’s duties with the Company or on the Employee’s own timefacilities, but only insofar as the Inventions are related to the Employee’s work as an employee Confidential Information, materials, labor, money, time or other service provider to the resources of Company, shall belong exclusively be promptly disclosed by Employee to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the one of Company, of all Inventions’s executive officers, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property deemed Confidential Information for purposes of the Companythis Agreement, and the shall be Company’s exclusive property. Employee will surrender them shall, upon the termination of the Employment Term, or upon the Company’s request. The Employee will assign to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in , execute any and all countries, whether during or subsequent to the Employment Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, documents and perform all other such acts as may be requested from time to time by and things which are necessary or advisable in the opinion of Company to perfectcause issuance of patents to, recordcopyrights for, enforceor otherwise obtain recorded protection of rights to intellectual property for, protect, patent or register the Company with respect to Inventions that are to be Company’s rights property under this Section, or to transfer to and vest in Company full and exclusive right, title and interest in and to such Inventions; provided, however, that the Inventions, all without additional compensation expense of securing any such protection of right to the Employee from the Inventions shall be borne by Company. The In addition, Employee will also execute assignments to the Company (or its designee) of the Applicationsshall, and give the Company and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense, assist Company in any proper manner in enforcing any inventions that are to be or become Company’s property hereunder against infringement by others. Employee shall keep confidential and will hold for Company’s sole use and benefit any invention that is to be Company’s exclusive property under this Section for which full recorded protection of right has not been or cannot be obtained.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, developments, software, know-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 Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee will assign 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 or within the scope of the Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) 3. The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 resources of the Company resources or its subsidiaries and/or within the scope of the Employee’s work with the Company or its subsidiaries or that relate to the business, operations or actual or demonstrably anticipated research or development of the CompanyCompany or its subsidiaries, and that are made or conceived by the Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyCompany or its subsidiaries, or (B) suggested by any work that the Employee performs in connection with the CompanyCompany or its subsidiaries, either while performing the Employee’s duties with the Company or its subsidiaries or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the CompanyCompany or its subsidiaries, shall belong exclusively to the Company or its subsidiaries (or its a designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the CompanyCompany or its subsidiaries, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the CompanyCompany or its subsidiaries, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s requestrequest of the Company or any of its subsidiaries. The Employee will assign to the Company or its subsidiaries 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 Term, together with the right to file, in the Employee’s name or in the name of the Company or its subsidiaries (or its a designee), applications for patents and equivalent rights (the “Applications”). The NY\2533556.8 Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company or its subsidiaries to perfect, record, enforce, protect, patent or register the Company’s (or a subsidiary’s) rights in the Inventions, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries. The Employee will also execute assignments to the Company or its subsidiaries (or its a designee) of the Applications, and give the Company Company, its subsidiaries and its their attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s (or a subsidiary’s) benefit, all without additional compensation to the Employee from the CompanyCompany or its subsidiaries, but entirely at the Company’s expenseexpense of the Company or its subsidiaries.

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the CompanyEmployment Term, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee 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 Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company, but at the Company’s expense. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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, to or improved with the use of any Company resources and/or within the scope of the EmployeeExecutive’s work with the Company 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 EmployeeExecutive, solely or jointly with others, during the period of the Employee’s employment with the CompanyTerm, or (B) suggested by any work that the Employee Executive performs in connection with the Company, either while performing the EmployeeExecutive’s duties with the Company or on the EmployeeExecutive’s own time, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, Inventions and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee Executive will surrender them upon the termination of the Employment Term, or upon the Company’s earlier written request. The Employee will assign Executive 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 Term, together with the right to file, in the EmployeeExecutive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee Executive will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, oaths and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee Executive from the Company. The Employee 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee Executive from the Company, but entirely at the Company’s expense.

Inventions. (i) The Employee acknowledges Any and agrees that all ideasinventions, methods, inventionsproducts, discoveries, improvements, work productscopyrightable works, developmentstrademarks, softwareservice marks, know-howideas, processes, techniquesformulae, methods, works of authorship and other work productdesigns, whether patentable techniques or unpatentable, trade secrets (Acollectively hereinafter referred to as Inventions’) that are reduced to practice, created, invented, designedmade, developed, contributed to, conceived or improved with the use of any Company resources and/or within the scope of the Employee’s resulting from work with the Company performed by Employee (alone 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 Employee, solely or jointly in conjunction with others, during the period regular hours of the Employee’s employment with the Companywork or otherwise) while Employee is employed by Company and which may be directly or indirectly useful in, or related to, the business of Company (B) suggested by including .without limitation, research and development activities of Company), or which are made using any work that the Employee performs in connection with the Companyequipment, either while performing the Employee’s duties with the Company or on the Employee’s own timefacilities, but only insofar as the Inventions are related to the Employee’s work as an employee Initials: Confidential Information, materials, labor, money, time or other service provider to the resources of Company, shall belong exclusively be promptly disclosed by Employee to the Company (or its designee), whether or not patent or other applications for intellectual property protection are filed thereon (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the one of Company, of all Inventions’s executive officers, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property deemed Confidential Information for purposes of the Companythis Agreement, and the shall be Company’s exclusive property. Employee will surrender them shall, upon the termination of the Employment Term, or upon the Company’s request. The Employee will assign to the Company the Inventions and all patents or other intellectual property rights that may issue thereon in , execute any and all countries, whether during or subsequent to the Employment Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, documents and perform all other such acts as may be requested from time to time by and things which are necessary or advisable in the opinion of Company to perfectcause issuance of patents to, recordcopyrights for, enforceor otherwise obtain recorded protection of rights to intellectual property for, protect, patent or register the Company with respect to Inventions that are to be Company’s rights property under this Section, or to transfer to and vest in Company full and exclusive right, title and interest in and to such Inventions; provided, however, that the Inventions, all without additional compensation expense of securing any such protection of right to the Employee from the Inventions shall be borne by Company. The In addition, Employee will also execute assignments to the Company (or its designee) of the Applicationsshall, and give the Company and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense, assist Company in any proper manner in enforcing any inventions that are to be or become Company’s property hereunder against infringement by others. Employee shall keep confidential and will hold for Company’s sole use and benefit any invention that is to be Company’s exclusive property under this Section for which full recorded protection of right has not been or cannot be obtained.

Inventions. (ia) The Employee acknowledges and agrees that I will promptly disclose to the Company all ideasprocesses, methodstrademarks, inventions, improvements, discoveries, improvements, copyrightable work products, developments, software, know-how, processes, techniques, methods, works of authorship (whether published or unpublished) and other work productinformation related to the business of the Company (collectively, whether patentable or unpatentable, (A“Inventions”) that are reduced to practice, created, invented, designedconceived, developed, contributed to, or improved acquired by me alone or with the use of any Company resources and/or within the scope of the Employee’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 Employee, solely or jointly with others, others during the period term of the Employee’s employment with the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee)employment, whether or not patent or other applications for intellectual property protection are filed thereon (conceived during regular working hours through the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by use of the Company’s time, of all Inventions, and will promptly disclose all material or facilities or otherwise. All such Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon such other designee specified by the Company’s , and, upon request. The Employee will assign , I shall deliver to the Company the Inventions all drawings, sketches, models, codes, data, and all patents or other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment Term, together with the right to filerecords or, in the Employee’s name case of copyrightable work, any preliminary versions or in drafts, relating to such Inventions and irrevocably assign such Inventions to the name Company or such other designee specified by the Company. Ifany such Inventions shall be deemed by the Company to be patentable or copyrightable, I shall, at the expense of the Company (or its designeewhich shall, in the event I shall no longer be retained hereunder, include compensation to me at a rate equal to the Salary hereunder prorated for the time involved), assist the Company in obtaining a patent or patents or copyright(s), as the case may be, thereon and execute alldocuments and do all other things necessary or proper to obtain letters patent or, in the case ofcopyrightable work, to complete applications for patents copyright registration and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oathsrenewals, and perform all to vest the Company or such other acts as may be requested from time to time designee specified by the Company to perfect, record, enforce, protect, patent or register the Company’s with full title and rights in such Inventions and to assist in the enforcement and protection of such title and rights in any Inventions, all without additional compensation to . For the Employee from the Company. The Employee will also execute assignments to the Company (or its designee) purposes of the Applicationsforegoing paragraph, it is understood that such obligation to assign and give disclose shall not apply to information, inventions, conceived, developed or acquired during the Company and its attorneys all reasonable assistance course of my Permitted Activities (including as defined in Section 1 of the giving of testimony) Employment Letter to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expensewhich this Exhibit A is attached).

Inventions. (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, 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 Employee’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 Employee, solely or jointly with others, during the period of the Employee’s employment with the Company, or (B) 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, but only insofar as the Inventions are related to the Employee’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 (the “Inventions”). The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment TermEmployee’s employment with the Company, or upon the Company’s request. The Employee will assign 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 TermEmployee’s employment with the Company, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment TermEmployee’s employment with the Company, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Employee from the Company. 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) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense.