Common use of Disclosure and License of Prior Innovations Clause in Contracts

Disclosure and License of Prior Innovations. I have listed on Exhibit A (“Prior Innovations”), attached hereto, all Innovations relating in any way to Company’s Business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with Company (collectively, the “Prior Innovations”). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on Exhibit A. If nothing is listed on Exhibit A, I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to Company and Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Appears in 8 contracts

Samples: Employment Agreement (SmartRent, Inc.), Employment Agreement (SmartRent, Inc.), Employment Agreement (Fifth Wall Acquisition Corp. I)

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Disclosure and License of Prior Innovations. I have listed on Exhibit A (Prior Innovations”), ) attached hereto, hereto all Innovations relating in any way to Company’s Business business or demonstrably anticipated research and development or businessbusiness (the “Company-Related Innovations”), which that were conceived, reduced to practice, created, derived, developed, or made (collectively, “Created”) by me alone or jointly with others prior to my employment with Company Employment Date and to which I retain any ownership rights or interest (collectively, these Company-Related Innovations collectively referred to as the “Prior Innovations”). I represent that I have no rights in any such Company-related Related Innovations other than those Prior Innovations listed on in Exhibit A. A (Prior Innovations). If nothing is listed on Exhibit AA (Prior Innovations), I represent that there are no Prior Innovations at the time as of signing this Agreementmy Employment Date. I hereby grant to Company and Company’s designees a royalty-free, transferable, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to fully use, practice and exploit all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations (including without limitation any Company-Related Innovations) owned by me or in which I have any other right or interest that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, create, derive, conceive, develop develop, make or reduce to practice during within the scope of my employment with Company or with the use of any Company resources, facilities, equipment, or information (including without limitation Company Confidential Information) (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations that I own or in which I have any other right or interest in any Company Innovations without Company’s prior written consent.

Appears in 8 contracts

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

Disclosure and License of Prior Innovations. I have listed on Exhibit A (“Prior Innovations”), ) attached hereto, hereto all Innovations relating in any way to Company’s Business business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with Company (collectively, the “Prior Innovations”). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on in Exhibit A. A (“Prior Innovations”). If nothing is listed on Exhibit AA (“Prior Innovations”), I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to Company and Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during within the scope of my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Appears in 4 contracts

Samples: Employment Agreement (Reinvent Technology Partners Z), Employment Agreement (Reinvent Technology Partners Z), Employment Agreement (Groupon, Inc.)

Disclosure and License of Prior Innovations. I have listed on Exhibit A (“Prior Innovations”), ) attached hereto, hereto all Innovations relating in any way to Company’s Business business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with Company (collectively, the “Prior Innovations”). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on in Exhibit A. A (“Prior Innovations”). If nothing is listed on Exhibit AA (“Prior Innovations”), I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to Company and Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Appears in 4 contracts

Samples: Employee Nondisclosure and Assignment Agreement (Penumbra Inc), Separation Agreement (Ocz Technology Group Inc), Severance Agreement (Reddy Ice Holdings Inc)

Disclosure and License of Prior Innovations. I have listed on Exhibit A ("Prior Innovations”), ") attached hereto, hereto all Innovations relating in any way to the Company’s Business 's or its Affiliates' business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with the Company (collectively, the "Prior Innovations"). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on in Exhibit A. A ("Prior Innovations"). If nothing is listed on Exhibit AA ("Prior Innovations"), I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to the Company and the Company’s 's designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with the Company (the "Company Innovations"). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without the Company’s 's prior written consent.

Appears in 2 contracts

Samples: Management Agreement (Criteo S.A.), Management Agreement (Criteo S.A.)

Disclosure and License of Prior Innovations. I have listed on Exhibit Attachment A (Prior Innovations”), ) attached hereto, hereto all Innovations relating in any way to Company’s Business business or demonstrably anticipated research and development or businessbusiness (the “Company-Related Innovations”), which that were conceived, reduced to practice, created, derived, developed, or made by me alone or jointly with others prior to my employment with Company Employment Date and to which I retain any ownership rights or interest (collectively, these Company-Related Innovations collectively referred to as the “Prior Innovations”). I represent that I have no rights in any such Company-related Related Innovations other than those Prior Innovations listed on Exhibit A. in Attachment A (Prior Innovations). If nothing is listed on Exhibit AAttachment A (Prior Innovations), I represent that there are no Prior Innovations at the time as of signing this Agreementmy Employment Date. I hereby grant to Company and Company’s designees a royalty-free, transferable, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to fully use, practice and exploit all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, create, derive, conceive, develop develop, make or reduce to practice during within the scope of my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Appears in 1 contract

Samples: Employment Agreement (Jagged Peak, Inc.)

Disclosure and License of Prior Innovations. I have listed on Exhibit A ("Prior Innovations”), ") attached hereto, hereto all Innovations relating in any way to Company’s Business 's business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with Company (collectively, the "Prior Innovations"). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on in Exhibit A. A ("Prior Innovations"). If nothing is listed on Exhibit AA ("Prior Innovations"), I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to Company and Company’s 's designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with Company (the "Company Innovations"). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s 's prior written consent.

Appears in 1 contract

Samples: Executive Employment Agreement (Criteo S.A.)

Disclosure and License of Prior Innovations. I have listed on Exhibit A (“Prior Innovations”), attached hereto, all Innovations relating in any way to Company’s Business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with Company (collectively, the “Prior Exhibit A-1 DocuSign Envelope ID: F7FF4F27-5AB5-433A-AFC9-78365E3D61C1 Innovations”). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on Exhibit A. If nothing is listed on Exhibit A, I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to Company and Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Appears in 1 contract

Samples: Employment Agreement (SmartRent, Inc.)

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Disclosure and License of Prior Innovations. I have listed on Exhibit A (“Prior Innovations”), ) attached hereto, hereto all Innovations relating in any way to Company’s Business business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with Company (collectively, the “Prior Innovations”). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on in Exhibit A. A (“Prior Innovations”). If nothing is listed on Exhibit AA (“Prior Innovations”), I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to Company and Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Appears in 1 contract

Samples: Employment Agreement (Bayhill Therapeutics, Inc.)

Disclosure and License of Prior Innovations. I have listed on Exhibit A (Prior Innovations”), ) attached hereto, hereto all Innovations relating in any way to CompanyAECOM’s Business business or demonstrably anticipated research and development or businessbusiness (the “Company-Related Innovations”), which that were conceived, reduced to practice, created, derived, developed, or made by me alone or jointly with others prior to my employment with Company Employment Date and to which I retain any ownership rights or interest (collectively, these Company-Related Innovations are collectively referred to as the “Prior Innovations”). I represent that I have no rights in any such Company-related Related Innovations other than those Prior Innovations listed on in Exhibit A. A (Prior Innovations). If nothing is listed on Exhibit AA (Prior Innovations), I represent that there are no Prior Innovations at the time as of signing this Agreementmy Employment Date. I hereby grant to Company AECOM and CompanyAECOM’s designees a royalty-free, transferable, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to fully use, practice and exploit all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Work Product or Innovations that I, solely or jointly with others, create, derive, conceive, develop develop, make or reduce to practice during within the scope of my employment with Company AECOM (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without CompanyAECOM’s prior written consent.

Appears in 1 contract

Samples: Rsu Grant Agreement (Aecom)

Disclosure and License of Prior Innovations. I have listed on Exhibit A (“Prior Innovations”), attached hereto, all Innovations relating in any way to Company’s Business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with Company (collectively, the “Prior Exhibit A-1 DocuSign Envelope ID: D6076F76-EC38-4F8B-AABD-1F9A6AC4E2B3 Innovations”). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on Exhibit A. If nothing is listed on Exhibit A, I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to Company and Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without Company’s prior written consent.

Appears in 1 contract

Samples: Employment Agreement (SmartRent, Inc.)

Disclosure and License of Prior Innovations. I have listed on Exhibit A (“Prior Innovations”), ) attached hereto, hereto all Innovations relating in any way to the Company’s Business or its Affiliates’ business or demonstrably anticipated research and development or business, which were conceived, reduced to practice, created, derived, developed, or made by me prior to my employment with the Company (collectively, the “Prior Innovations”). I represent that I have no rights in any such Company-related Innovations other than those Innovations listed on in Exhibit A. A (“Prior Innovations”). If nothing is listed on Exhibit AA (“Prior Innovations”), I represent that there are no Prior Innovations at the time of signing this Agreement. I hereby grant to the Company and the Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any Innovations that I, solely or jointly with others, conceive, develop or reduce to practice during my employment with the Company (the “Company Innovations”). Notwithstanding the foregoing, I will not incorporate, or permit to be incorporated, any Prior Innovations in any Company Innovations without the Company’s prior written consent.

Appears in 1 contract

Samples: Management Agreement (Criteo S.A.)

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