Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. Copyright Act and the U.S. Patent Law, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 12 contracts
Samples: Employment Agreement (Garden Stage LTD), Employment Agreement (Garden Stage LTD), Employment Agreement (Garden Stage LTD)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 8 contracts
Samples: Employment Agreement (Jinxin Technology Holding Co), Employment Agreement (Kuke Music Holding LTD), Employment Agreement (Hailiang Education Group Inc.)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her his Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her his employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her him (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 2 contracts
Samples: Employment Agreement (China Mobile Games & Entertainment Group LTD), Employment Agreement (Qihoo 360 Technology Co LTD)
Disclosure and Assignment of Inventions. 3.1. The Executive Employee understands that the Company engages is engaged in research a continuous program of research, development, production and development and other activities marketing in connection with its business and that, as an essential part of its engagement with the EmploymentCompany, the Executive he is expected to make new contributions to and create inventions of value for the Company. Employee agrees to share with the Company all his knowledge and experience provided, however, that Employee shall not disclose to the Company any information which Employee has undertaken to third parties to keep confidential or in which third parties have any rights.
3.2. From and after the Effective Datedate he first became associated with the Company, the Executive shall make full written disclosure Employee undertakes and covenants that he will promptly disclose in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, concepts, techniques, methods, systems, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, related to the Company’s business or current or anticipated research and development, whether or not patentable patentable, copyrightable or registrable under patentprotectable as trade secrets, copyrightthat are made or conceived or first reduced to practice or created by him, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely either alone or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practicewith others, during the period of its engagement with the Executive’s Employment at Company, whether or not in the course of its engagement with the Company (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”).
3.3. The Executive hereby acknowledges Employee agrees that all inventions that (a) are developed using equipment, supplies, facilities or trade secrets of the Company Company, (b) result from work performed by him for the Company, or (c) relate to the Group shall Company’s business or current research and development, will be the sole owner and exclusive property of all rights, title fee Company (the “Company Inventions”).
3.4. The Employee hereby irrevocably transfers and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions assigns to the Company: (a) all worldwide patents, patent applications, copyrights, mask works, trade secrets and other intellectual property rights in any Company Invention; and (b) any and all “Moral Rights” (as defined below) that he may have in or the Group is ineffective for with respect to any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machineCompany Invention. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive He also hereby forever waives and agrees never to assert any and all rights Moral Rights he may have in or with respect to any Inventions Company Invention, even after termination of his/her employment with his work on behalf of the Company. The Executive hereby further acknowledges that all Inventions created by him/her (solely “Moral Rights” mean any rights of paternity or jointly with others) areintegrity, any right to claim authorship of an invention, to the extent permitted by applicable lawobject to any distortion, “works made for hire” mutilation or “inventions made for hire,” as those terms are defined other modification of, or other derogatory action in relation to, any invention, whether or not such would be prejudicial to his honor or reputation, and any similar right, existing under judicial or statutory law of any country in the U.S. Copyright Act and world, or under any treaty, regardless of whether or not such right is denominated or generally referred to as the U.S. Patent Law, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company“Moral Right”.
Appears in 2 contracts
Samples: Share Purchase Agreement (WhiteSmoke, Inc.), Share Purchase Agreement (WhiteSmoke, Inc.)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her his Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machineservice. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her his employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her him (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 2 contracts
Samples: Employment Agreement (Baozun Inc.), Employment Agreement (Baozun Inc.)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China United States or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. Copyright Act copyright and patent laws of the U.S. Patent Law, respectivelyUnited States, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 2 contracts
Samples: Employment Agreement, Employment Agreement (Opera LTD)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her his Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Inventions”)The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her his employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her him (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 2 contracts
Samples: Employment Agreement (Le Gaga Holdings LTD), Employment Agreement (Airmedia Group Inc.)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). ) The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machineservice. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he he/she may have in or with respect to any Inventions even after termination of his/her employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her him (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 2 contracts
Samples: Employment Agreement (Taomee Holdings LTD), Employment Agreement (Taomee Holdings LTD)
Disclosure and Assignment of Inventions. 6.1. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected Consultant undertakes to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure promptly disclose in confidence to the Company all inventions, improvements, designs, original works of authorshipconcepts, formulastechniques, methods, systems, processes, compositions of matterknow how, computer software programs, databases, mask works, concepts works and trade secrets, secrets and other intellectual property whatsoever whether or not patentable patentable, copyrightable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company protectable as trade secrets (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”), that are made or conceived or first reduced to practice or created by the Consultant, either alone or jointly with others during the course of and in connection with the Consultant’s engagement with the Company.
6.2. The Executive hereby acknowledges Consultant agrees that all Inventions that (a) are or were developed using equipment, supplies, facilities or trade secrets of the Company Company, (b) resulted or result from work performed by the Group shall Consultant for the Company, or (c) relate to the Company’s business, activities, services, products or research and development (whether current or anticipated) will be the sole owner and exclusive property of all rightsthe Company and the Consultant will have no rights in or thereto (“Company Inventions”).
6.3. The Consultant agrees that the Consultant will not incorporate, title and interest or permit to be incorporated, any Inventions which are not Company Inventions in any Company Inventions without the Company’s prior written consent. If however, despite the prohibition in the Inventions created hereunder. In preceding sentence, the event the foregoing assignment of Inventions Consultant incorporates an Invention that is not a Company Invention into a Company product, process or machine, then without derogating from any remedies available to the Company or in such case, the Group is ineffective for any reasonCompany shall be deemed to have been granted by the Consultant a nonexclusive, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use, use and sell such Inventions as part of or in connection with any product, process or machineInvention.
6.4. Such exclusive license shall continue in effect for The Consultant hereby irrevocably transfers and assigns to the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such licenseCompany, without further consent or action on the Executive’s partcompensation, shall automatically be renewed for the maximum term as is then permissible under applicable lawall worldwide patents, unlesspatent applications, within the six-month period prior to such expirationcopyrights, the mask works, trade secrets and other intellectual property rights in any Company Invention, and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all moral rights he that Consultant may have in or with respect to any Company Invention. The Consultant expressly waives any right to any consideration or compensation whatsoever with regard to the Company Inventions even after and the assignment, use or commercialization thereof, including without limitation any royalty payment and other payment with respect thereto (and including without limitation under Section 134 of the Israeli Patent Law - 1967, to the extent applicable).
6.5. The Consultant undertakes to make its best efforts to assist the Company, at the Company’s expense, in every proper way to obtain for the Company and enforce patents, copyrights, mask work rights, and other legal protections for the Company’s Inventions in any and all countries. The Consultant will execute any documents that the Company may reasonably request for use in obtaining or enforcing such patents, copyrights, mask work rights, trade secrets and other legal protections. Such obligation will continue beyond the termination of his/her employment the Consultant’s engagement with the Company. The Executive Consultant hereby irrevocably designates and appoint s the Company and its officers and agents as the Consultant’s agent and attorney in fact, coupled with an interest to act for and on Consultant’s behalf and in Consultant’s stead to execute and file any document needed to apply for or prosecute any patent, copyright, trademark, trade secret, any applications regarding same or any other right or protection relating to any Proprietary Information (including Company Inventions), and to do all other lawfully permitted acts to further acknowledges that all Inventions created the prosecution and issuance of patents, copyrights, trademarks, trade secrets or any other right or protection relating to any Proprietary Information (including Company Inventions), with the same legal force and effect as if executed by him/her (solely or jointly with others) are, the Consultant.
6.6. Each reference to the extent permitted by applicable lawConsultant in this Section (6) shall also be construed as reference to the Representative, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. Copyright Act and the U.S. Patent Law, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Companymutatis mutandis.
Appears in 1 contract
Samples: Consulting Agreement (OWC Pharmaceutical Research Corp.)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the [six-month month] period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 1 contract
Disclosure and Assignment of Inventions. 9.1 The Executive Employee understands that the Company engages is engaged in research a continuous program of research, development, production and development and other activities marketing in connection with its business and that, as an essential part of his employment with the EmploymentCompany, the Executive he is expected to make new contributions to and create inventions of value for the Company. From Employee agrees to share with the Company all his knowledge and after experience, provided however that Employee shall not disclose to the Company any information which Employee has undertaken to third parties to keep confidential or in which third parties have any rights.
9.2 As of the Effective DateDate of this Agreement, the Executive shall make full written disclosure Employee undertakes and covenants that he will promptly disclose in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, concepts, techniques, methods, systems, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, related to the Company’s business or current or anticipated research and development, whether or not patentable patentable, copyrightable or registrable under patentprotectible as trade secrets, copyrightthat are made or conceived or first reduced to practice or created by him, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely either alone or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practicewith others, during the period of the Executive’s Employment at the Company (his employment, whether or not during business hours) that are either related to in the scope course of his/her Employment at the Company or make use, in any manner, of the resources of the Group his employment (collectively, the “Inventions”). .
9.3 The Executive hereby acknowledges Employee agrees that all Inventions that (a) are developed using equipment, supplies, facilities or Proprietary Information of the Company Company, (b) result from work performed by him for the Company, or (c) relate to the Group shall Company’s business or current or anticipated research and development, will be the sole owner and exclusive property of all rights, title the Company (“Company Inventions”).
9.4 The Employee hereby irrevocably transfers and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions assigns to the Company: (a) all worldwide patents, patent applications, copyrights, mask works, trade secrets and other intellectual property rights in any Company Invention; and (b) any and all “Moral Rights” (as defined below) that he may have in or the Group is ineffective for with respect to any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machineCompany Invention. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive He also hereby forever waives and agrees never to assert any and all rights Moral Rights he may have in or with respect to any Inventions Company Invention, even after termination of his/her employment with his work on behalf of the Company. The Executive hereby further acknowledges that all Inventions created by him/her (solely “Moral Rights” mean any rights of paternity or jointly with others) areintegrity, any right to claim authorship of an invention, to the extent permitted by applicable lawobject to any distortion, “works made for hire” mutilation or “inventions made for hire,” as those terms are defined other modification of, or other derogatory action in relation to, any invention, whether or not such would be prejudicial to his honor or reputation, and any similar right, existing under judicial or statutory law of any country in the U.S. Copyright Act and the U.S. Patent Lawworld, respectivelyor under any treaty, and all titles, rights and interests in regardless of whether or not such right is denominated or generally referred to such as a “moral right”. The Employee will not file any patent applications for Company Inventions are or shall be vested other than in the name of the Company (other than such patent applications which are required by law to be filed by such Employee but which shall immediately thereafter be assigned for no or nominal consideration to the Company).
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Disclosure and Assignment of Inventions. The Executive understands that the Morales agrees to communicate to Company engages promptly and fully in research and development and other activities in connection with its business and thatwritixx, xx such form as an essential part of the EmploymentCompany may deem appropriate, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Dateall designs, the Executive shall make full written disclosure in confidence to the Company all inventions, processes, techniques, discoveries, developments, improvements, designsinnovations, original works of authorshipsoftware programs or subroutines, formulassource or object code, processes, compositions of matter, computer software programs, databases, mask works, concepts trade secrets and trade secrets, know-how (whether or not patentable or registrable under patent, copyright, circuit layout design copyright or similar laws in the Cayman Islandsstatutes) made, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practicediscovered, or cause to be conceived or conceived, developed or reduced to practicepractice by him, whether alone or jointly with others, during his employment, whether or not done during work hours, which (i) relate to the existing business or contemplated business or research activities of Company; (ii) are suggested by, or result from, Morales' employment by Company; or (iii) result from the use of Compxxx'x xime, materials or facilities (an "Invention"). Morales agrees to make and maintain adequate permanent records of alx Xxxxxtions, in the form of memoranda, notebook entries, drawings, print-outs or reports relating thereto, and agrees that these records, as well as the Inventions themselves, shall be and remain the exclusive property of Company. Any Invention Morales discloses to a third person or which is described in a patenx xxxxxcation filed by Morales, by an assignee of Morales or on Morales' behalf at any time xxxxxx the term of Morales' xxxxxyment axx xxxxin twelve (12) months thereafter by Compxxx xxx which meets any of the criteria in this Section 6(b) above, will be presumed to have been conceived, discovered, developed, made or reduced to practice by Morales during the period of the Executive’s Employment at the his employment by Company, unless Moralxx xxxxes that he made or conceived such Invention following thx xxxxxnation of his employment by Company. Morales hereby irrevocably and unconditionally assigns to Company (whether or not during business hours) that are either related to the scope of his/her Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rightsalx xxxxx, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions and to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. Copyright Act and the U.S. Patent Law, respectivelywritten material, and all titlesintellectual property therein or resulting therefrom, rights which become the property of Company pursuant to this Section 6 and interests in or to such Inventions are or shall all patents which may be vested attained on them in the United States of America and all foreign countries. Further, Morales agrees, upon the request of Company, to take all steps necesxxxx xx cause any third party to promptly and fully disclose and assign all patents, copyrights and other intellectual property created by Morales and such third party during the period of Morales' employmenx xx Xxmpany.
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Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her his Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). ) The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her his employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her him (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 1 contract
Samples: Employment Agreement (China Nuokang Bio-Pharmaceutical Inc.)
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s 's Employment at the Company (whether or not during business hours) that are either related to the scope of his/her his Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The "Inventions")The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s 's part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her his employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her him (solely or jointly with others) are, to the extent permitted by applicable law, “"works made for hire” " or “"inventions made for hire,” " as those terms are defined in the U.S. People's Republic of China ("PRC") Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 1 contract
Disclosure and Assignment of Inventions. The Executive understands that the Company engages in research and development and other activities in connection with its business and that, as an essential part of the Employment, the Executive is expected to make new contributions to and create inventions of value for the Company. From and after the Effective Date, the Executive shall make full written disclosure in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, whether or not patentable or registrable under patent, copyright, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company (whether or not during business hours) that are either related to the scope of his/her his Employment at the Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”). The Inventions”).The Executive hereby acknowledges that the Company or the Group shall be the sole owner of all rights, title and interest in the Inventions created hereunder. In the event the foregoing assignment of Inventions to the Company or the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable law, unless, within the six-month period prior to such expiration, the Company and the Executive have agreed that such license will not be renewed. The Executive also hereby forever waives and agrees never to assert any and all rights he may have in or with respect to any Inventions even after termination of his/her his employment with the Company. The Executive hereby further acknowledges that all Inventions created by him/her him (solely or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. People’s Republic of China (“PRC”) Copyright Act Law, the PRC Patent Law and the U.S. Patent LawRegulations on Computer Software Protection, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Company.
Appears in 1 contract
Disclosure and Assignment of Inventions. 5.1. The Executive Employee understands that the Company engages is engaged in research a continuous program of research, development, production and development and other activities marketing in connection with its business and that, as an essential part of his employment with the EmploymentCompany, the Executive he is expected to make new contributions to and create inventions of value for the Company. From Employee agrees to share with the Company all his knowledge and after experience; provided, however, that Employee shall not disclose to the Company any information which Employee has undertaken to third parties to keep confidential or in which third parties have any rights.
5.2. As of the Effective DateDate of this Agreement, the Executive shall make full written disclosure Employee undertakes and covenants that he has disclosed and going forward will promptly and fully disclose in confidence to the Company all inventions, improvements, designs, original works of authorship, formulas, concepts, techniques, methods, systems, processes, compositions of matter, computer software programs, databases, mask works, concepts and trade secrets, related directly or indirectly to the Company's business or current or anticipated research and development, whether or not patentable patentable, copyrightable or registrable under patentprotectable as trade secrets, copyrightthat are made or conceived or first reduced to practice or created by him, circuit layout design or similar laws in the Cayman Islands, the British Virgin Islands, Hong Kong, Singapore, People’s Republic of China or anywhere else in the world, which the Executive may solely either alone or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practicewith others, during the period of the Executive’s Employment at the Company (his employment, whether or not during business hours) that are either related to in the scope course of his/her Employment at the his employment ("Company or make use, in any manner, of the resources of the Group (collectively, the “Inventions”").
5.3. The Executive hereby acknowledges Employee agrees that the all Company or the Group shall Inventions will be the sole owner and exclusive property of all rights, title and interest in the Inventions created hereunderCompany.
5.4. In the event the foregoing assignment of Inventions Entirely without prejudice to the foregoing, the Employee hereby irrevocably transfers and assigns to the Company: (a) all worldwide patents, patent applications, copyrights, mask works, trade secrets and other intellectual property rights in any Company or Invention; and (b) to the Group is ineffective for any reason, each member of the Group is hereby granted and shall have a royalty-free, sub-licensable, transferable, irrevocable, perpetual, worldwide license to make, have made, modify, use, and sell such Inventions as part of or in connection with any product, process or machine. Such exclusive license shall continue in effect for the maximum term as may now or hereafter be extent permissible under applicable law. Upon expiration, such license, without further consent or action on the Executive’s part, shall automatically be renewed for the maximum term as is then permissible under applicable by law, unless, within the six-month period prior any and all "Moral Rights" (as defined below) that he may have in or with respect to such expiration, the any Company and the Executive have agreed that such license will not be renewedInvention. The Executive He also hereby forever waives and agrees never to assert any and all rights Moral Rights he may have in or with respect to any Inventions Company Invention, even after termination of his/her his work on behalf of the Company. "Moral Rights" mean any rights of paternity or integrity, any right to claim authorship of an invention, to object to any distortion, mutilation or other modification of, or other derogatory action in relation to, any invention, whether or not such would be prejudicial to his honor or reputation, and any similar right, existing under judicial or statutory law of any country in the world, or under any treaty, regardless of whether or not such right is denominated or generally referred to as a "moral right". The Employee will not file any patent applications for Company Inventions other than in the name of Medgenics or the Company (other than such patent applications which are required by law to be filed by such Employee but which shall immediately thereafter be assigned for no or nominal consideration to the Company).
5.5. The Employee agrees to assist Medgenics and the Company in every proper way to obtain and enforce for Medgenics and/or the Company, as the case may be, patents, copyrights, mask work rights, and other legal protections for the Company Inventions in any and all countries. The Employee agrees to execute any documents that Medgenics or the Company may reasonably request for use in obtaining or enforcing such patents, copyrights, mask work rights, trade secrets and other legal protections. His obligations under this Section 5.5 will continue beyond the termination of his employment with the Company, provided that the Company will compensate him at a reasonable rate after such termination for time or expenses actually spent by him at the Company's request on such assistance. The Executive Employee hereby further acknowledges that all Inventions created by him/her (solely irrevocably appoints the Secretary of the Company as his attorney-in-fact to execute documents on his behalf for this purpose.
5.6. The Employee's undertakings in this Section 5 shall remain in full force and effect after termination of this Agreement or jointly with others) are, to the extent permitted by applicable law, “works made for hire” or “inventions made for hire,” as those terms are defined in the U.S. Copyright Act and the U.S. Patent Law, respectively, and all titles, rights and interests in or to such Inventions are or shall be vested in the Companyany renewal thereof.
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