Common use of Company Ip Work Product Clause in Contracts

Company Ip Work Product. The Executive hereby assigns and agrees to assign to the Company (or as otherwise directed by the Company) the Executive’s full right, title and interest in and to all Intellectual Property (as defined below) which now exists or which hereafter arises. The Executive agrees to execute any and all applications for domestic and foreign patents, copyrights or other proprietary rights and to do such other acts (including without limitation the execution and delivery of instruments of further assurance or confirmation) requested by the Company to assign the Intellectual Property to the Company and to permit the Company to enforce any patents, copyrights or other proprietary rights to the Intellectual Property. The Executive will not charge the Company for time spent in complying with these obligations during the Employment Term. All copyrightable works that the Executive creates that relate to either the products of the Company or any of its Affiliates or that make use of Confidential Information shall be considered “work made for hire” and shall, upon creation, be owned exclusively by the Company. For purposes of this Section 7, “Intellectual Property” means inventions, discoveries, developments, methods, processes, compositions, works, concepts and ideas (whether or not patentable or copyrightable or constituting trade secrets) conceived, made, created, developed or reduced to practice by the Executive (whether alone or with others, whether or not during normal business hours or on or off Company premises) during the Executive’s employment that relate to either the products of the Company or any of its Affiliates or that make use of Confidential Information or any of the equipment or facilities of the Company or any of its Affiliates.

Company Ip Work Product. The Executive hereby assigns and agrees to assign promptly disclose to the Company any and all work product, inventions, mask works, artistic works, works of authorship, designs, methods, processes, technology, patterns, techniques, data, Confidential Information, Internet domain names, trade secrets, corporate and business names, trade names, trade dress, brand names, slogans, logos, advertising material, together with all design rights, database rights; mask work rights, moral rights and similar rights of authors, rights of publicity, rights of privacy, patents and patent applications, trademarks, trademark applications and registrations, service marks, service xxxx applications and registrations, copyrights, copyright applications and registrations, and all other intellectual property and industrial property recognized by applicable law (“Intellectual Property”): (i) relating to the business of the Company and any of its affiliates which are created, authored, composed, invented, discovered, performed, perfected, or as otherwise directed learned by Executive (either solely or jointly with others) from the date that Executive was first employed or engaged by the Company, (whether before or during the Term) and continuing through the termination of Executive’s full rightemployment or engagement by the Company; or (ii) which are created, title authored, composed, invented, discovered, performed, perfected, or learned by Executive (either solely or jointly with others) using the Company’s or its subsidiaries’ or affiliates’ facilities or resources, in each case together with all derivatives, improvements and interest in refinements thereof, and to all any goodwill associated with any of the foregoing (collectively, together with such Intellectual Property (as defined below) which now exists may be owned or which hereafter arisesacquired by the Company, the “Company IP”). The Company IP shall be the sole and absolute property of the Company. The Company IP, all work performed by Executive agrees to execute any and all applications for domestic and foreign patentsin authoring, copyrights composing, inventing, creating, developing or modifying Company IP and/or other proprietary rights and to do such other acts (including without limitation the execution and delivery of instruments of further assurance or confirmation) requested by the Company to assign the Intellectual Property work product relating to the Company and IP (“Work Product”) to permit which copyright protection may attach during the course of Executive’s employment with the Company to enforce any patents, copyrights or other proprietary rights to the Intellectual Property. The Executive will not charge the Company for time spent in complying with these obligations during the Employment Term. All copyrightable works that the Executive creates that relate to either the products of the Company or any of its Affiliates or that make use of Confidential Information shall be considered “work made for hire” within the meaning of the Copyright Act (17 U.S.C. § 101 et seq.), and shall, upon creation, will be owned exclusively by and will remain the sole property of the Company. For purposes Executive hereby grants, transfers, assigns, conveys and relinquishes, and agrees to grant, transfer, assign, convey and relinquish from time to time as Work Product is developed, authored, made or created, on an exclusive basis, all of this Section 7Executive’s right, title, and interest to the Work Product, including all damages and payments for past or future infringements and misappropriations thereof, and all rights to xxx for past, present and future infringements or misappropriations thereof, to the Company in perpetuity or for the longest period otherwise permitted by law; provided that the foregoing shall not apply to an invention that Executive developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information except for those inventions that either: (1) relate at the time of conception or reduction to practice of the invention to the Company’s business, or actual or demonstrable anticipated research or development of the Company; or (2) result from any work performed by Executive for the Company. In addition, Executive hereby waives any “Intellectual Propertymoral rights of authors” means inventionsin connection with the Work Product and acknowledges and agrees that the Company may use, discoveriesexploit, developmentsdistribute, methodsreproduce, processesadvertise, compositionspromote, publicize, alter, modify or edit the Work Product or combine the Work Product with other works, concepts in the Company’s sole discretion, in any format or medium hereafter devised. Executive agrees, (x) to keep the Work Product confidential, as appropriate, and ideas not to use any Work Product for the benefit of anyone other than the Company and its subsidiaries and affiliates; and (whether or not patentable or copyrightable or constituting trade secretsy) conceivedat the Company’s expense, made, created, developed or reduced to practice perform such acts and execute any documents requested by the Executive (whether alone or with others, whether or not during normal business hours or on or off Company premises) during the Executive’s employment that relate to either the products of the Company or any of its Affiliates affiliates at any time in relation to such assignment. Executive acknowledges and agrees that the Company is and will be the sole and absolute owner of all trademarks, service marks, domain names, patents, copyrights, trade dress, trade secrets, business names, rights of publicity, inventions, proprietary know-how and information of any type, whether or that make not in writing, and all other Intellectual Property used by the Company or held for use in the business of Confidential Information the Company, including all Work Product. Executive further acknowledges and agrees that, subject to applicable law, any and all derivative works, developments, or improvements based on Intellectual Property, materials and assets subject to this Section 7 created during the Term (including, without limitation, the Work Product) shall be exclusively owned by the Company. Executive will cooperate with the Company and any of its affiliates, at no additional cost to such parties (whether during or after the equipment or facilities Term), in the application, confirmation, registration, protection, maintenance and enforcement of the rights and property of the Company or any of and its Affiliatesaffiliates in such Intellectual Property, materials and assets, including, without limitation, the Work Product.