Common use of Prior Intellectual Property Clause in Contracts

Prior Intellectual Property. Notwithstanding the foregoing, the Company agrees that you will not be obligated to assign any invention that you developed entirely on your own time, without using any equipment, supplies, facilities or trade secret information of the Company, unless such invention either: (i) relates (at the time of conception or reduction to practice of the invention) to the Company’s business or the Company’s actual or demonstrably anticipated research, or (ii) results from any work performed by you for the Company. Intellectual Property, if any, that you made prior to the commencement of your employment with the Company, or made outside the scope of your employment, are excluded from the scope of this Agreement. To preclude any possible uncertainty, you have set forth on Exhibit A attached to this Agreement a complete list of all Intellectual Property that you have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of your employment with the Company, that you consider to be your property or the property of third parties and that you wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Intellectual Property”).