Records and Disclosure Clause Samples

Records and Disclosure. Consultant shall keep and maintain adequate and current written records of all IP made or conceived by Consultant (solely or jointly with others) during the Relationship, which such records shall be considered Company IP. The records may be in the form of notes, sketches, drawings, flow charts, electronic data or recordings, laboratory notebooks, or any other format. Consultant will make the records available to the Company Group on request. Consultant will not remove such records from the Company’s place of business or systems except as expressly permitted by the Company Group’s policy which may, from time to time, be revised at the Company’s sole election. Without limiting the generality of the foregoing, during the Relationship and for a period of twelve (12) months thereafter, Consultant will promptly make full written disclosure to the Company of all IP that Consultant solely or jointly authors, discovers, develops, conceives, or reduces to practice during the period of, or otherwise in connection with, the Relationship for, among other things, the Company to determine which IP is Company IP and which is Excluded IP.

Records and Disclosure. The Executive shall keep, maintain and make available to the Corporation complete and up-to-date written records, including photographs and drawings, of his inventions and improvements relating to the Corporation's products that the Executive may solely or jointly make during the period of employment under this Agreement, which records shall be the property of the Corporation. The Executive shall promptly and fully disclose in writing to the Corporation all such inventions and improvements, whether patentable or not, which relate to the Corporation's products that the Executive may solely or jointly make during the period of his employment under this Agreement which relate directly to any circuit, circuit design concept or program developed or being developed by the Corporation during the period of the Executive's employment of which he was aware, and all such inventions and improvements shall be the sole and exclusive property of the Corporation.

Records and Disclosure. I shall keep and maintain adequate and current written records of all IP made or conceived by me (solely, or jointly with others) during the Relationship, which such records shall be considered Company IP. The records may be in the form of notes, sketches, drawings, flow charts, electronic data or recordings, laboratory notebooks, or any other format. I will make the records available to the Company Group on request. I will not remove such records from the Company Group’s place of business or systems except as expressly permitted by the Company’s policy which may, from time to time, be revised at the Company’s sole election. Without limiting the generality of the foregoing, I will promptly make full written disclosure to the Company of all IP that I solely or jointly author, discover, develop, conceive, or reduce to practice during the period of, or otherwise in connection with, the Relationship for, among other things, the Company to determine which IP is Company IP and which is Excluded IP.

Records and Disclosure. (a) Pricing and other data: In providing Market Data related to the LLP's Accounts in connection with this Agreement, the Custodian is authorised to use Data Providers. The Custodian may follow Authorised Instructions in providing pricing or other Market Data, even if such Authorised Instructions direct the Custodian to override its usual procedures and Market Data sources. The Custodian shall be entitled to rely without inquiry on all Market Data (and all Authorised Instructions related to Market Data) provided to it, and the Custodian shall not be liable for any Losses incurred as a result of errors or omissions with respect to any Market Data (including but not limited to the accuracy or completeness of such Market Data) utilised by the Custodian or the LLP hereunder. The LLP and the Security Trustee acknowledges that certain pricing or valuation information may be based on calculated amounts rather than actual market transactions and may not reflect actual market values, and that the variance between such calculated amounts and actual market values may be material. Market Data may be the intellectual property of the Data Providers, which may impose additional terms and conditions upon the LLP's use of the Market Data. The additional terms and conditions can be found within the Data Licensor Terms and the LLP agrees to those terms. Certain Data Providers may not permit the LLP's directed price to be used. Performance and risk analytic services including, but not limited to certain analytic, accounting, compliance, reconciliation, asset pricing and other services with respect to the Accounts are available provided that the LLP enters into the appropriate separate agreement with the relevant BNY Mellon Affiliate. Performance measurement and analytic services (where subscribed to by the LLP) may use different data sources than those used by the Custodian to provide Market Data for the Accounts, with the result that different prices and other Market Data may apply.

Records and Disclosure. I shall keep and maintain adequate and current written records of all IP made, created, or conceived by me (solely or jointly with others) during the Relationship, which such records shall be considered Company IP. I have disclosed to the Company all IP made, authored, discovered, developed, conceived, reduced to practice, or created in connection with Company Activities before the Effective Date of this Agreement. The records may be in the form of notes, sketches, drawings, flow charts, electronic data or recordings, laboratory notebooks, or any other format. I will make the records available to the Company on request. I will not remove such records from the Company’s place of business or systems except as expressly permitted by the Company’s policy which may, from time to time, be revised at the Company’s sole election. Without limiting the generality of the foregoing, during the Relationship, I will promptly make full written disclosure to the Company of all IP that I solely or jointly author, discover, develop, conceive, or reduce to practice during the period of, or otherwise in connection with, the Relationship for, among other things, the Company to determine which IP is Company IP and which is Excluded IP.

Records and Disclosure. During the Term, ▇▇. ▇▇▇▇▇▇▇▇▇ shall maintain on a current basis complete and accurate records of all research or technical development work on which ▇▇. ▇▇▇▇▇▇▇▇▇ consults hereunder, whether or not his involvement was during normal Emcore working hours or on Emcore premises. Such records shall be the property of Emcore. ▇▇. ▇▇▇▇▇▇▇▇▇ shall disclose forthwith to Emcore any discovery, invention or literary work of any type that is used or usable by Emcore, and that is or was conceived or created by him during the Term and relating to the subject area of this Consulting Agreement or during the period of his prior employment by Emcore, whether or not patentable or copyrightable, whether affirmative or negative in nature, and whether made solely or jointly with others, unless such discovery, invention, or literary is conceived or created after December 4, 1996 in connection with a consulting agreement with another entity and such consulting is not in violation of this Agreement (collectively, "Developments").