Common use of Assignment of Innovations; License of Prior Innovations Clause in Contracts

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s time or with the use of any of Company’s equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company Innovations”). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby ------------------------------------------------------- agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s 's designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-non- licensable rights, title and interest against Company or any of Company’s 's successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s 's designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s 's designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.and

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company Innovations”). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s 's designee my entire right, title, and interest in and to, (a) to each of the Innovations (including Inventions), ) and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make or cause to be conceived, reduced to practice, created, derived, developed or made during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s time or with the use of any of Company’s equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rightsright, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s 's successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s 's designees a non-exclusive, royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use and sell, and to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to to, any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent. I also agree to assign all my right, title and interest in and to any Proprietary Information or Innovation to a third party, including without limitation the United States, as directed by Company.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, DASAN Zhone Solutions, Inc. CONFIDENTIAL Version 09.2016 supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Assignment of Innovations; License of Prior Innovations. I Executive hereby agree agrees promptly to disclose and describe to CompanyNMMC/Loraca, and I Executive hereby do and will assign assigns to Company NMMC/Loraca or Company’s NMMC/Loraca's designee my Executive's entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I Executive may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my Executive's employment with CompanyNMMC, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s NMMC/Loraca's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s NMMC/Loraca's time or with the use of any of Company’s NMMC/Loraca's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I Executive performed for CompanyNMMC/Loraca, and (b) each of the Innovations which is not an Invention (as demonstrated by me Executive by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I Executive may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my Executive's employment with CompanyNMMC, which are applicable to the business of Company NMMC/Loraca (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company "NMMC/Loraca Innovations”"). To the extent any of the rights, title and interest in and to Company NMMC/Loraca Innovations cannot be assigned by me Executive to CompanyNMMC/Loraca, I Executive hereby grant grants to Company NMMC/Loraca an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-non- assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company NMMC/Loraca Innovations can be neither assigned nor licensed by me Executive to CompanyNMMC/Loraca, I Executive hereby irrevocably waive waives and agree agrees never to assert such non-assignable and non-licensable rights, title and interest against Company NMMC/Loraca or any of Company’s NMMC/Loraca's successors in interest to such non-assignable and non-licensable rights. I Executive hereby grant grants to Company NMMC/Loraca or Company’s NMMC/Loraca's designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporateExecutive incorporates, or permit permits to be incorporated, in any Company NMMC/Loraca Innovations. Notwithstanding the foregoing, I agree Executive agrees that I Executive will not incorporate, or permit to be incorporated, any Prior Innovations in any Company NMMC/Loraca Innovations without Company’s NMMC/Loraca's prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to CompanyKintera, Inc., and I hereby do and will assign to Company Kintera, Inc. or CompanyKintera, Inc.’s designee my entire right, title, and interest in and to, : (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with CompanyKintera, Inc., which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to CompanyKintera, Inc.’s business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of CompanyKintera, Inc.’s time or with the use of any of CompanyKintera, Inc.’s equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for CompanyKintera, Inc.; and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with CompanyKintera, Inc., which are applicable to the business of Company Kintera, Inc. and/or to Kintera, Inc.’s actual or demonstrably anticipated research or development (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company Kintera, Inc. Innovations”). To the extent any of the rights, title and interest in and to Company the Kintera, Inc. Innovations cannot be assigned by me to CompanyKintera, Inc., I hereby grant to Company Kintera, Inc. an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Kintera, Inc. Innovations can be neither assigned nor licensed by me to CompanyKintera, Inc., I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company Kintera, Inc. or any of CompanyKintera, Inc.’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company Kintera, Inc. or CompanyKintera, Inc.’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Kintera, Inc. Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Kintera, Inc. Innovations without CompanyKintera, Inc.’s prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree ------------------------------------------------------- promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s 's designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s 's successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s 's designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to the Company, and I hereby do and will assign to the Company or the Company’s designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may I, solely or jointly jointly, have conceived, reduced to practice, created, derived, developed or made for the Company or may hereafter conceive, reduce to practice, create, derive, develop or make during the period of my employment engagement with the Company, which either that (ia) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to the Company’s business or actual or demonstrably anticipated research or development, or (iib) were developed on any amount of the Company’s time or with the use of any of the Company’s equipment, supplies, facilities or trade secret information, information or (iiic) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company Innovations”). I further acknowledge and agree that such Company Innovations, including, without limitation, any computer programs, programming documentation, and other works of authorship, are “works made for hire” for purposes of the Company’s rights under copyright laws and I hereby assign to the Company any and all right, title and interest I have acquired or may hereafter acquire in such the Company Innovations. Any assignment of copyright hereunder includes all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights” (collectively “Moral Rights”). To the extent such Moral Rights cannot be assigned under applicable law and to the extent the following is allowed by the laws in the various countries where Moral Rights exist, I hereby waive such Moral Rights and consent to any action of the Company that would violate such Moral Rights in the absence of such consent. I will confirm any such waivers and consents from time to time as requested by the Company. To the extent any of the rightsright, title and or interest in and to the Company Innovations cannot be assigned by me to the Company, I hereby grant to the Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rightsright, title and or interest. To the extent any of the rightsright, title and or interest in and to the Company Innovations can be neither assigned nor licensed by me to the Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rightsright, title and or interest against the Company or any of the Company’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to the Company or the Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to may be incorporated, incorporated in any Company Innovations. Notwithstanding the foregoing, I agree that I have not incorporated and will not hereafter incorporate, or permit to be incorporated, any Prior Innovations Innovation in any Company Innovations Innovation without the Company’s prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to CompanyPhenomix, and I hereby do and will assign to Company Phenomix or CompanyPhenomix’s designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with CompanyPhenomix, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to CompanyPhenomix’s business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of CompanyPhenomix’s time or with the use of any of CompanyPhenomix’s equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for CompanyPhenomix, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with CompanyPhenomix, which are applicable to the business of Company Phenomix (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company Phenomix Innovations”). To the extent any of the rights, title and interest in and to Company Phenomix Innovations cannot be assigned by me to CompanyPhenomix, I hereby grant to Company Phenomix an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Phenomix Innovations can be neither assigned nor licensed by me to CompanyPhenomix, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company Phenomix or any of CompanyPhenomix’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company Phenomix or CompanyPhenomix’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Phenomix Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Phenomix Innovations without CompanyPhenomix’s prior written consent.

Assignment of Innovations; License of Prior Innovations. I MHI, Coa and Shin hereby agree promptly to disclose and describe to CompanyMHUT; and MHI, Coa and I Shin hereby do and will assign to Company MHUT or Company’s its designee my the entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I MHI, Coa or Shin may solely or jointly conceive, reduce to practice, create, derive, develop or make before or during the period term of my employment with Companythis Agreement, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Companythe MHUT Patents, MHUT Technology, the Products or MHUT’s business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s time or with the use of any of Company’s equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Companydevelopment relating thereto, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I MHI, Coa or Shin may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make before or during the period term of my employment with Companythis Agreement, which are applicable to the MHUT Patents, MHUT Technology, the Products or MHUT’s business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company "MHUT Innovations”"). To the extent any of the rights, title and interest in and to Company MHUT Innovations cannot be assigned by me to CompanyCoa, I MHI and/or Shin, each of MHI, Coa and Shin hereby grant to Company MHUT an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company MHUT Innovations can be neither assigned nor licensed by me to CompanyCoa, I MHI and/or Shin, each of MHI, Coa and Shin hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company MHUT or any of CompanyMHUT’s successors in interest to such non-assignable and non-licensable rights. I Coa, MHI and Shin each hereby grant to Company MHUT or Company’s its designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporateMHI incorporates, or permit to be incorporated, in the Products and any Company MHUT Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s 's designee my entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s 's successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s 's designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Assignment of Innovations; License of Prior Innovations. I Executive hereby agree agrees promptly to disclose and describe to Company, and I Executive hereby do and will assign assigns to Company or Company’s 's designee my Executive's entire right, title, and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I Executive may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my Executive's employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s 's business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s 's time or with the use of any of Company’s 's equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I Executive performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me Executive by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I Executive may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my Executive's employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “"Company Innovations”"). To the extent any of the rights, title and interest in and to the Company Innovations cannot be assigned by me Executive to Company, I Executive hereby grant grants to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me Executive to Company, I Executive hereby irrevocably waive waives and agree agrees never to assert such non-assignable and non-non- licensable rights, title and interest against Company or any of Company’s 's successors in interest to such non-assignable and non-licensable rights. I Executive hereby grant grants to Company or Company’s 's designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporateExecutive incorporates, or permit permits to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree Executive agrees that I Executive will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Assignment of Innovations; License of Prior Innovations. I Employee hereby agree agrees promptly to disclose and describe to Company, and I Employee hereby do does and will assign to Company or Company’s designee my Employee’s entire right, title, title and interest in and to, (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I Employee may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my Employee’s employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s time or with the use of any of Company’s equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I Employee performed for Company, and (b) each of the Innovations which is not an Invention (as demonstrated by me Employee by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I Employee may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my Employee’s employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company Innovations”). To the extent any of the rights, title and interest in and to Company Innovations cannot be assigned by me Employee to Company, I Employee hereby grant grants to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me Employee to Company, I Employee hereby irrevocably waive waives and agree agrees never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s successors in interest to such non-assignable and non-licensable rights. I Employee hereby grant grants to Company or Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporateEmployee incorporates, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree Employee agrees that I Employee will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Assignment of Innovations; License of Prior Innovations. I hereby agree promptly to disclose and describe to Company, and I hereby do and will assign to Company or Company’s designee my entire right, title, and interest in and to, : (a) each of the Innovations (including Inventions), and any associated intellectual property rights, which I may solely or jointly conceive, reduce to practice, create, derive, develop or make during the period of my employment with Company, which either (i) relate, at the time of conception, reduction to practice, creation, derivation, development, or making of such Innovation, to Company’s business or actual or demonstrably anticipated research or development, or (ii) were developed on any amount of Company’s time or with the use of any of Company’s equipment, supplies, facilities or trade secret information, or (iii) resulted from any work I performed for Company, ; and (b) each of the Innovations which is not an Invention (as demonstrated by me by evidence meeting the clear and convincing standard of proof), and any associated intellectual property rights, which I may solely or jointly conceive, develop, reduce to practice, create, derive, develop, or make during the period of my employment with Company, which are applicable to the business of Company (collectively, the Innovations identified in clauses (a) and (b) are hereinafter the “Company Innovations”). To the extent any of the rights, title and interest in and to the Company Innovations cannot be assigned by me to Company, I hereby grant to Company an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, title and interest. To the extent any of the rights, title and interest in and to Company Innovations can be neither assigned nor licensed by me to Company, I hereby irrevocably waive and agree never to assert such non-assignable and non-licensable rights, title and interest against Company or any of Company’s successors in interest to such non-assignable and non-licensable rights. I hereby grant to Company or Company’s designees a royalty free, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations which I incorporate, or permit to be incorporated, in any Company Innovations. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.