Disclosure and Assignment of Rights. A. Executive shall disclose in writing to Employer full and complete details respecting any Confidential Information, inventions, enhancements, technology or other proprietary assets whether tangible or intangible (collectively "Confidential Information and Proprietary Assets") that Executive may devise, develop, invent, compile, enhance, design, write or discover (whether alone or with others or whether during or after business hours, or whether at the premises of Employer, the home of Executive or elsewhere) while he is employed by the Employer. Such disclosure shall be made promptly upon such development, enhancement, invention, compilation, design, writing or discovery having been made or created, and shall be disclosed in writing pursuant to such form as Employer may from time to time provide. B. Executive agrees to assign and does hereby irrevocably assign to Employer all of his right, title and interest in and to any Confidential Information and Proprietary Assets including, but not limited to, that which relates to the Business of the Employer that he has devised, developed, invented, compiled, enhanced, designed, written or discovered (whether alone or with others or whether during or after business hours, or whether at the premises of Employer, the home of Executive or elsewhere), or in which he may otherwise obtain any rights, while he is or was employed by Employer or which he owned at the time of becoming an employee of the Employer. Executive agrees to take any actions, including the execution of documents or instruments, that the Employer may reasonably require to effect the Executive's assignment of rights pursuant to this Section 7.04, and Executive hereby constitutes and appoints, with full power of substitution and resubstitution, the President and any Vice President, acting alone, of Employer as his attorney-in-fact to execute and deliver on behalf and in the stead of Executive any documents or instruments that Executive is obligated to execute and deliver pursuant to this Section 7.04. C. Executive shall promptly notify Employer of any patent relating to any portion of the Confidential Information and Proprietary Assets that is applied for by any person or entity or issued to any person or entity (including Executive) ("Patent"). Such notice shall be in writing in such form as Employer may from time to time require. On the written request of Employer, Executive shall sell to Employer, and Employer shall purchase from Executive, all right, title and interest of Executive in and to any Patent, whether or not Executive is employed by Employer at the time the Patent issues. The purchase price for any Patent or Copyright shall be one dollar ($1) and shall be paid by Employer at the time it makes the written request to purchase the Patent or Copyright. Executive agrees to execute any and all documents and instruments necessary to evidence and effect the transfer to Employer of all right, title and interest of Executive in and to the Patent or Copyright. D. At the request of Employer, Executive shall assist Employer in applying for and obtaining both domestic and foreign patents or copyrights, as the case may be, on all Confidential Information and Proprietary Assets that Employer deems to be patentable or copyrightable that he has previously devised, developed, invented, compiled, written, designed or discovered or that he may devise, develop, invent, compile, design, write or discover, (whether alone or with others or whether during or after business hours, or whether at the premises of Employer, the home of Executive or elsewhere), while he is or was employed by Employer, and Executive shall execute at any time or times any and all documents and perform all acts reasonably requested by Employer and that Employer deems to be necessary or desirable in order to obtain such patents or copyrights or otherwise to vest in Employer full and exclusive title and interest in and to all such Confidential Information and Proprietary Assets, to protect the same against infringement by others and otherwise to aid Employer in connection with any continuations, renewals or reissues of any patents or copyrights, or in the conduct of any proceedings or litigation in regard thereto. All expenses of procuring any patent or copyrights shall be borne by Employer. E. Executive has no inventions and/or other rights or items made or conceived by Executive prior to the date hereof that are not in the public domain or the property of Employer that in any manner could be deemed to be Confidential Information and Proprietary Assets.
Appears in 8 contracts
Samples: Employment Agreement (Caprock Communications Corp), Employment Agreement (Caprock Communications Corp), Employment Agreement (Caprock Communications Corp)
Disclosure and Assignment of Rights. A. Executive shall disclose in writing to Employer full and complete details respecting any Confidential Information, inventions, enhancements, technology or other proprietary assets whether tangible or intangible (collectively "Confidential Information and Proprietary Assets") that Executive may devise, develop, invent, compile, enhance, design, write or discover (whether alone or with others or whether during or after business hours, or whether at the premises of Employer, the home of Executive or elsewhere) while he is employed by the Employer. Such disclosure shall be made promptly upon such development, enhancement, invention, compilation, design, writing or discovery having been made or created, and shall be disclosed in writing pursuant to such form as Employer may from time to time provide.
B. Executive agrees to assign and does hereby irrevocably assign to Employer all of his right, title and interest in and to any Confidential Information and Proprietary Assets including, but not limited to, that which relates to the Business of the Employer that he has devised, developed, invented, compiled, enhanced, designed, written or discovered (whether alone or with others or whether during or after business hours, or whether at the premises of Employer, the home of Executive or elsewhere), or in which he may otherwise obtain any rights, while he is or was employed by Employer or which he owned at the time of becoming an employee of the Employer. Executive agrees to take any actions, including the execution of documents or instruments, that the Employer may reasonably require to effect the Executive's assignment of rights pursuant to this Section 7.04, and Executive hereby constitutes and appoints, with full power of substitution and resubstitution, the President and any Vice President, acting alone, of Employer as his attorney-in-fact to execute and deliver on behalf and in the stead of Executive any documents or instruments that Executive is obligated to execute and deliver pursuant to this Section 7.04.
C. Executive shall promptly notify Employer of any patent relating to any portion of the Confidential Information and Proprietary Assets that is applied for by any person or entity or issued to any person or entity (including Executive) ("Patent"). Such notice shall be in writing in such form as Employer may from time to time require. On the written request of Employer, Executive shall sell to Employer, and Employer shall purchase from Executive, all right, title and interest of Executive in and to any Patent, whether or not Executive is employed by Employer at the time the Patent issues. The purchase price for any Patent or Copyright shall be one dollar ($1l) and shall be paid by Employer at the time it makes the written request to purchase the Patent or Copyright. Executive agrees to execute any and all documents and instruments necessary to evidence and effect the transfer to Employer of all right, title and interest of Executive in and to the Patent or Copyright.
D. At the request of Employer, Executive shall assist Employer in applying for and obtaining both domestic and foreign patents or copyrights, as the case may be, on all Confidential Information and Proprietary Assets that Employer deems to be patentable or copyrightable that he has previously devised, developed, invented, compiled, written, designed or discovered or that he may devise, develop, invent, compile, design, write or discover, (whether alone or with others or whether during or after business hours, or whether at the premises of Employer, the home of Executive or elsewhere), while he is or was employed by Employer, and Executive shall execute at any time or times any and all documents and perform all acts reasonably requested by Employer and that Employer deems to be necessary or desirable in order to obtain such patents or copyrights or otherwise to vest in Employer full and exclusive title and interest in and to all such Confidential Information and Proprietary Assets, to protect the same against infringement by others and otherwise to aid Employer in connection with any continuations, renewals or reissues of any patents or copyrights, or in the conduct of any proceedings or litigation in regard thereto. All expenses of procuring any patent or copyrights shall be borne by Employer.
E. Executive has no inventions and/or other rights or items made or conceived by Executive prior to the date hereof that are not in the public domain or the property of Employer that in any manner could be deemed to be Confidential Information and Proprietary Assets.
Appears in 1 contract