Common use of Disclosure and Assignment Clause in Contracts

Disclosure and Assignment. Executive must immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will be the sole and exclusive property of the Company and Executive hereby immediately assigns, transfers and sets over to the Company Executive’s entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to Executive, Executive will sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a) will not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the Company.

Appears in 5 contracts

Samples: Transition Agreement (Tactile Systems Technology Inc), Employment Agreement (Tactile Systems Technology Inc), Employment Agreement (Tactile Systems Technology Inc)

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Disclosure and Assignment. Executive must shall immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will shall be the sole and exclusive property of the Company and Executive hereby shall immediately assignsassign, transfers transfer and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a9(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to Executive, Executive will shall sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a9(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a9(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s 's own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s 's actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the Company.

Appears in 4 contracts

Samples: Employment Agreement (Stellent Inc), Employment Agreement (Stellent Inc), Employment Agreement (Stellent Inc)

Disclosure and Assignment. Executive must shall immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliatesany of the Subsidiaries, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will be the sole and exclusive property any of the Company Subsidiaries. Executive also shall immediately assign, transfer and Executive hereby immediately assigns, transfers and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to Executive, Executive will shall sign any and all instruments deemed necessary by the Company or any of the Subsidiaries for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Minnesota Statutes Section 181.78 provides that the agreement of Executive contained in this Section 8(a) will does not apply apply, and written notification is hereby given to Executive that this Section 8(a) shall not apply, to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company or any of the Subsidiaries was used and that was developed entirely on Executive’s 's own time, and (i) that does not relate (A) directly to the business of the CompanyCompany or any of the Subsidiaries, or (B) to the Company’s actual or demonstrably anticipated research or developmentdevelopment of the Company or any of the Subsidiaries, or (ii) that does not result from any work performed by Executive for the CompanyCompany or any of the Subsidiaries.

Appears in 3 contracts

Samples: Employment Agreement (PrimeWood, Inc.), Employment Agreement (PrimeWood, Inc.), Employment Agreement (PrimeWood, Inc.)

Disclosure and Assignment. Executive must shall immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will shall be the sole and exclusive property of the Company and Executive hereby shall immediately assignsassign, transfers transfer and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a9(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to Executive, Executive will shall sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a9(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a9(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the Company.

Appears in 3 contracts

Samples: Employment Agreement (Stellent Inc), Employment Agreement (Stellent Inc), Employment Agreement (Stellent Inc)

Disclosure and Assignment. Executive must shall immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will shall be the sole and exclusive property of the Company and Executive hereby executive shall immediately assignsassign, transfers transfer and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement improvements and inventions as are specified in this Section 8(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to Executive, Executive will shall sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the Company.

Appears in 1 contract

Samples: Employment Agreement (Startek Inc)

Disclosure and Assignment. Executive must shall immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its any of the Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its any of the Affiliates. Any such improvements Executive also shall immediately assign, transfer and inventions will be the sole and exclusive property of the Company and Executive hereby immediately assigns, transfers and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefortherefore, but at no expense to Executive, Executive will shall sign any and all instruments deemed necessary by the Company or any of the Affiliates for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Minnesota Statutes Section 181.78 provides that the agreement of Executive contained in this Section 8(a) will does not apply apply, and written notification is hereby given to Executive that this Section 8(a) shall not apply, to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company or any of the Affiliates was used and that was developed entirely on Executive’s 's own time, and (i) that does not relate (A) directly to the business of the CompanyCompany or any of the Affiliates, or (B) to the Company’s actual or demonstrably anticipated research or developmentdevelopment of the Company or any of the Affiliates, or (ii) that does not result from any work performed by Executive for the CompanyCompany or any of the Affiliates.

Appears in 1 contract

Samples: Employment Agreement (WII Components, Inc.)

Disclosure and Assignment. Executive must shall immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will shall be the sole and exclusive property of the Company and Executive hereby executive shall immediately assignsassign, transfers transfer and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a9(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to Executive, Executive will shall sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a9(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a9(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the Company.

Appears in 1 contract

Samples: Employment Agreement (Wilsons the Leather Experts Inc)

Disclosure and Assignment. Executive must immediately disclose to the Company any and all improvements and inventions that Executive has conceived or reduced to practice, or may conceive and/or or reduce to practice practice, individually or jointly or commonly with others while Executive has been or is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will be the sole and exclusive property of the Company and Executive hereby immediately assigns, transfers and sets over to the Company Executive’s entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a5(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to Executive, Executive will sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a5(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a5(a) will not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the Company.

Appears in 1 contract

Samples: Confidentiality, Assignment of Intellectual Property and Restrictive Covenants Agreement (Tactile Systems Technology Inc)

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Disclosure and Assignment. Executive must EXECUTIVE shall immediately disclose to the Company COMPANY any and all improvements and inventions that Executive EXECUTIVE may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates COMPANY with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its AffiliatesCOMPANY, and (ii) any type of products, goods or services sold or used by the Company or its AffiliatesCOMPANY. Any such improvements EXECUTIVE also shall immediately assign, transfer and inventions will be the sole and exclusive property of the Company and Executive hereby immediately assigns, transfers and sets set over to the Company Executive’s COMPANY his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a6(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefortherefore, but at no expense to ExecutiveEXECUTIVE, Executive will EXECUTIVE shall sign any and all such patent-right instruments deemed necessary by the Company COMPANY for: (i1) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company COMPANY may desire to file upon such inventions as are specified in this Section 8(a6(a); (ii2) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company COMPANY may desire to file upon such applications for letters patent; and (iii3) the reviving, re-examining or renewing of any of such applications for letters patent. This Notwithstanding anything herein to the contrary, this Section 8(a6(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company COMPANY was used and that was developed entirely on ExecutiveEXECUTIVE’s own time, and and (i) that does not relate (A) directly to the business of the CompanyCOMPANY, or (B) to the CompanyCOMPANY’s actual or demonstrably anticipated research or development, or or (ii) that does not result from any work performed by Executive EXECUTIVE for the CompanyCOMPANY.

Appears in 1 contract

Samples: Ceo Consultant Agreement (Rubber Research Elastomerics Inc)

Disclosure and Assignment. Executive must Employee shall immediately disclose to the Company any and all improvements and inventions that Executive Employee may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will shall be the sole and exclusive property of the Company and Executive hereby Employee shall immediately assignsassign, transfers transfer and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a9(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to ExecutiveEmployee, Executive will Employee shall sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a9(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a9(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on ExecutiveEmployee’s own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive Employee for the Company.

Appears in 1 contract

Samples: Employment Agreement (Stellent Inc)

Disclosure and Assignment. Executive must Employee shall immediately disclose to the Company any and all improvements and inventions that Executive Employee may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will shall be the sole and exclusive property of the Company and Executive hereby Employee shall immediately assignsassign, transfers transfer and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a11(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefor, but at no expense to ExecutiveEmployee, Executive will Employee shall sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a12(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a11(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s Employee's own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s 's actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive Employee for the Company.

Appears in 1 contract

Samples: Employment Agreement (Stellent Inc)

Disclosure and Assignment. Executive must immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will be the sole and exclusive property of the Company and Executive hereby immediately assigns, transfers and sets over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement and inventions as are specified in this Section 8(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefortherefore, but at no expense to Executive, Executive will sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a) will not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s own time, and (i) that does not relate (A) directly to the business of the CompanyCompany or any Affiliate, or (B) to the Company’s or Affiliate’s actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the CompanyCompany or any Affiliate.

Appears in 1 contract

Samples: Employment Agreement (USA Mobility, Inc)

Disclosure and Assignment. Executive must shall immediately disclose to the Company any and all improvements and inventions that Executive may conceive and/or reduce to practice individually or jointly or commonly with others while Executive he is employed with the Company or any of its Affiliates with respect to (i) any methods, processes or apparatus concerned with the development, use or production of any type of products, goods or services sold or used by the Company or its Affiliates, and (ii) any type of products, goods or services sold or used by the Company or its Affiliates. Any such improvements and inventions will shall be the sole and exclusive property of the Company and Executive hereby executive shall immediately assignsassign, transfers transfer and sets set over to the Company Executive’s his entire right, title and interest in and to any and all of such improvement improvements and inventions as are specified in this Section 8(a), and in and to any and all applications for letters patent that may be filed on such inventions, and in and to any and all letters patent that may issue, or be issued, upon such applications. In connection therewith and for no additional compensation therefortherefore, but at no expense to Executive, Executive will shall sign any and all instruments deemed necessary by the Company for: (i) the filing and prosecution of any applications for letters patent of the United States or of any foreign country that the Company may desire to file upon such inventions as are specified in this Section 8(a); (ii) the filing and prosecution of any divisional, continuation, continuation-in-part or reissue applications that the Company may desire to file upon such applications for letters patent; and (iii) the reviving, re-examining or renewing of any of such applications for letters patent. This Section 8(a) will shall not apply to any invention for which no equipment, supplies, facilities, confidential, proprietary or secret knowledge or information, or other trade secret information of the Company was used and that was developed entirely on Executive’s 's own time, and (i) that does not relate (A) directly to the business of the Company, or (B) to the Company’s 's actual or demonstrably anticipated research or development, or (ii) that does not result from any work performed by Executive for the Company.

Appears in 1 contract

Samples: Employment Agreement (Startek Inc)

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