Common use of Disclosure of Works and Inventions/Assignment of Patents Clause in Contracts

Disclosure of Works and Inventions/Assignment of Patents. (i) Executive shall maintain such records of Executive’s work as the Company or any other Company Group member may direct from time to time. Executive shall promptly disclose to the Company or other applicable Company Group member, in writing, any and all copyrightable works, including software, and any and all discoveries, inventions, technological innovations and improvements, whether patentable or not (whether it be a machine, process, apparatus, article, composition, design, software, writing or other thing) conceived or made by Executive, solely or jointly, during the period of Executive’s employment with or service to the Company (including prior to the Effective Date), whether or not authorized, conceived or made during working hours or with a Company Group member’s equipment or facilities, which relates in any manner to the existing or contemplated business of any member of the Company Group. Unless otherwise waived in writing by the applicable Company Group member, all such copyrightable works (including software), discoveries, inventions, technological innovations and improvements shall be “work made for hire” as defined in the Copyright Act of 1976, as amended, and shall be the exclusive property of the applicable Company Group member with respect to any and all countries in the world, and if any of the foregoing is not the property of the applicable Company Group member by operation of law, this Agreement or otherwise, Executive shall assign and hereby does assign all right, title and interest thereto to the applicable Company Group member or its nominee. (ii) Executive, both during the Term and at all times thereafter, shall cooperate fully with the Company Group in taking all actions and measures necessary for any Company Group member to acquire and perfect its ownership of all such property. Whenever required to do so by a Company Group member, Executive shall execute any and all applications, assignments or other instruments which such Company Group member shall deem necessary to apply for and obtain Letters Patent or copyrights of the United States or any foreign country or to otherwise protect such Company Group member’s interest therein, at the Company’s sole expense. Such obligations shall continue beyond the termination of employment with respect to works, inventions, discoveries and improvements authorized, conceived, made or reduced to practice by Executive during the period of employment, and shall be binding upon Executive’s assigns, executors, administrators and other legal representatives. In conformance with any policy of a Company Group member from time to time, Executive shall be reimbursed by such Company Group member for all reasonable out-of-pocket expenses incurred by Executive in connection with Executive’s obligations under this Section 8(c), subject to Executive furnishing adequate documentary evidence to substantiate such expenses. (iii) Executive agrees that in the event of publication by Executive of written or graphic materials, the applicable Company Group member will retain and own all rights in said materials, including right of copyright.

Disclosure of Works and Inventions/Assignment of Patents. (i) Executive shall maintain In consideration of the promises set forth herein, Employee agrees to disclose promptly and fully to the Company, or to such records of Executive’s work as person whom the Company or any other Company Group member may direct from time to time. Executive shall promptly disclose to the Company or other applicable Company Group member, in writingexpressly designate for this specific purpose (its "Designee"), any and all copyrightable works, including software, and any and all discoveries, inventions, technological innovations discoveries and improvementsimprovements authored, whether patentable or not (whether it be a machine, process, apparatus, article, composition, design, software, writing or other thing) conceived or made by ExecutiveEmployee, solely or jointlywith others, during the period of Executive’s employment with or service to by the Company (including prior to and where the Effective Date)subject matter of such works, whether inventions, discoveries or not authorized, conceived improvements results from or made during working hours is suggested by any work which Employee may do for or with a Company Group member’s equipment or facilities, which relates in any manner to the existing or contemplated business of any member on behalf of the Company Group. Unless otherwise waived in writing by the applicable Company Group member, shall have all rights to such copyrightable works (including software), discoveriesworks, inventions, technological innovations discoveries and improvements, whether they are patentable or not. The fact that such works, inventions, discoveries and improvements shall be “work are made for hire” as defined in the Copyright Act of 1976, as amended, and shall be the exclusive property or conceived by Employee outside of the applicable Company's facilities or other than during the Employee's working hours with the Company Group member shall not diminish the Company's rights with respect to any such works, inventions, discoveries and all countries in the worldimprovements which otherwise fall within this paragraph. Employee agrees that, and if any of the foregoing whenever he is not the property of the applicable Company Group member by operation of law, this Agreement or otherwise, Executive shall assign and hereby does assign all right, title and interest thereto to the applicable Company Group member or its nominee. (ii) Executive, both during the Term and at all times thereafter, shall cooperate fully with the Company Group in taking all actions and measures necessary for any Company Group member to acquire and perfect its ownership of all such property. Whenever required requested to do so by a Company Group memberthe Company, Executive during or after termination of Employee's employment by the Company, Employee shall execute or join in executing any and all applications, assignments or other instruments which such the Company Group member shall deem necessary to apply for and obtain Letters Patent or copyrights Copyrights of the United States or any foreign country or to otherwise protect such Company Group member’s the Company's interest therein, and Employee shall assign all such applications to the Company or its Designee, and shall provide the Company or its agents or attorneys with all reasonable assistance in the preparation and prosecution of patent applications, drawings, specifications and the like, all at the expense of the Company’s sole expense, and shall do all that may be necessary to establish, protect and maintain the rights of the Company or its Designee in the works, inventions, discoveries, improvements, patent applications and Letters Patent in accordance with the spirit of this paragraph. Such obligations shall continue beyond the termination or nonrenewal of Employee's employment with respect to any works, inventions, discoveries and and/or improvements authorizedthat are authored, conceivedconceived of, or made or reduced to practice by Executive Employee during the period of Employee's employment, and shall be binding upon Executive’s Employee's successors, assigns, executors, heirs, administrators and or other legal representatives. In conformance The Company shall have no rights pursuant to this Agreement in any work, invention, discovery or improvement of the Employee made during the Term of Employee's employment by the Company if such work, invention, discovery or improvement has not arisen out of the or by reason of Employee's work with the Company or does not relate to the products, business or operations of the Company, although Employee shall nonetheless inform the Company of any policy of a Company Group member from time to timesuch work, Executive shall be reimbursed by such Company Group member for all reasonable out-of-pocket expenses incurred by Executive in connection with Executive’s obligations under this Section 8(c)invention, subject to Executive furnishing adequate documentary evidence to substantiate such expensesdiscovery or improvement. (iii) Executive agrees that in the event of publication by Executive of written or graphic materials, the applicable Company Group member will retain and own all rights in said materials, including right of copyright.

Disclosure of Works and Inventions/Assignment of Patents. (i1) Executive Employee shall maintain such records of Executive’s his work as the Company or any other Company Group member may direct from time to time. Executive Employee shall promptly disclose to the Company or other applicable Company Group memberCompany, in writing, any and all copyrightable works, including software, and any and all discoveries, inventions, technological innovations and improvements, whether patentable or not (whether it be a machine, process, apparatus, article, composition, design, software, writing or other thing) conceived or made by ExecutiveEmployee, solely or jointly, during the period of Executive’s his employment with or service to the Company (including prior to the Effective Date)Company, whether or not authorized, conceived or made during working hours or with a Company Group member’s the Company's equipment or facilities, which relates in any manner to the existing or contemplated business of any member of the Company GroupCompany. Unless otherwise waived in writing by the applicable Company Group memberCompany, all such copyrightable works (including software), discoveries, inventions, technological innovations and improvements shall be “work made for hire” as defined in the Copyright Act of 1976, as amended, and shall be the exclusive property of the applicable Company Group member with respect to any and all countries in the world, world and if any of the foregoing is not the property of the applicable Company Group member by operation of law, this Agreement or otherwise, Executive Employee shall assign and hereby does assign all right, title and interest thereto to the applicable Company Group member or its nominee. (ii2) ExecutiveEmployee, both during the Term his employment and at all times thereafter, shall cooperate fully with the Company Group in taking all actions and measures necessary for any the Company Group member to acquire and perfect its ownership of all such property. Whenever required to do so by a Company Group memberthe Company, Executive Employee shall execute any and all applications, assignments or other instruments which such the Company Group member shall deem necessary to apply for and obtain Letters Patent or copyrights of the United States or any foreign country or to otherwise protect such Company Group member’s the Company's interest therein, at the Company’s sole expense. Such obligations shall continue beyond the termination of employment with respect to works, inventions, discoveries and improvements authorized, conceived, made or reduced to practice by Executive Employee during the period of employment, and shall be binding upon Executive’s Employee's assigns, executors, administrators and other legal representatives. In conformance with any Company policy of a Company Group member from time to time, Executive Employee shall be reimbursed by such the Company Group member for all reasonable out-of-pocket expenses incurred by Executive Employee in connection with Executive’s his obligations under this Section 8(c8(b), subject to Executive Employee furnishing adequate documentary evidence to substantiate such expenses. (iii3) Executive Employee agrees that in the event of publication by Executive Employee of written or graphic materials, the applicable Company Group member will retain and own all rights in said materials, including right of copyright.

Disclosure of Works and Inventions/Assignment of Patents. (ia) Executive shall maintain such records of Executive’s his work as the Company or any other Company Group member may direct from time to time. Executive shall promptly disclose to the Company or other applicable Company Group member, in writing, any and all copyrightable works, including software, and any and all discoveries, inventions, technological innovations and improvements, whether patentable or not (whether it be a machine, process, apparatus, article, composition, design, software, writing or other thing) conceived or made by Executive, solely or jointly, during the period of Executive’s his employment with or service to the Company (including prior to the Effective Date), whether or not authorized, conceived or made during working hours or with a Company Group member’s equipment or facilities, which relates in any manner to the existing or contemplated business of any member of the Company Group. Unless otherwise waived in writing by the applicable Company Group member, all such copyrightable works (including software), discoveries, inventions, technological innovations and improvements shall be “work made for hire” as defined in the Copyright Act of 1976, as amended, and shall be the exclusive property of the applicable Company Group member with respect to any and all countries in the world, and if any of the foregoing is not the property of the applicable Company Group member by operation of law, this Agreement or otherwise, Executive shall assign and hereby does assign all right, title and interest thereto to the applicable Company Group member or its nominee. (iib) Executive, both during the Term and at all times thereafter, shall cooperate fully with the Company Group in taking all actions and measures necessary for any Company Group member to acquire and perfect its ownership of all such property. Whenever required to do so by a Company Group member, Executive shall execute any and all applications, assignments or other instruments which such Company Group member shall deem necessary to apply for and obtain Letters Patent or copyrights of the United States or any foreign country or to otherwise protect such Company Group member’s interest therein, at the Company’s sole expense. Such obligations shall continue beyond the termination of employment with respect to works, inventions, discoveries and improvements authorized, conceived, made or reduced to practice by Executive during the period of employment, and shall be binding upon Executive’s assigns, executors, administrators and other legal representatives. In conformance with any policy of a Company Group member from time to time, Executive shall be reimbursed by such Company Group member for all reasonable out-of-pocket expenses incurred by Executive in connection with Executive’s his obligations under this Section 8(c8(b), subject to Executive furnishing adequate documentary evidence to substantiate such expenses. (iiic) Executive agrees that in the event of publication by Executive of written or graphic materials, the applicable Company Group member will retain and own all rights in said materials, including right of copyright.

Disclosure of Works and Inventions/Assignment of Patents. (i) Executive XXXXXX shall maintain such records of Executive’s his work as the Company or any other Company Group member may direct from time to time. Executive time XXXXXX shall promptly disclose to the Company or other applicable Company Group memberCompany, in writing, any and all copyrightable works, including software, and any and all discoveries, inventions, technological innovations and improvements, whether patentable or not (whether it be a machine, process, apparatus, article, composition, design, software, writing or other thing) conceived or made by ExecutiveXXXXXX, solely or jointly, during the period of Executive’s his employment with or service to the Company (including prior to the Effective Date)Company, whether or not authorized, conceived or made during working hours or with a Company Group member’s the Company's equipment or facilities, which relates in any manner to the existing or contemplated business of any member of the Company GroupCompany. Unless otherwise waived in writing by the applicable Company Group memberCompany, all such copyrightable works (including software), discoveries, inventions, technological innovations and improvements shall be “work made for hire” as defined in the Copyright Act of 1976, as amended, and shall be the exclusive property of the applicable Company Group member with respect to any and all countries in the world, world and if any of the foregoing is not the property of the applicable Company Group member by operation of law, this Agreement or otherwise, Executive XXXXXX shall assign and hereby does assign all right, title and interest thereto to the applicable Company Group member or its nominee.; (ii) Executivex. XXXXXX, both during the Term his employment and at all times thereafterthereafter , shall cooperate fully with the Company Group in taking all actions and measures necessary for any the Company Group member to acquire and perfect its ownership of all such property. property ..Whenever required to do so by a Company Group memberthe Company, Executive XXXXXX shall execute any and all applications, assignments or other instruments which such the Company Group member shall deem necessary to apply for and obtain Letters Patent or copyrights of the United States or any foreign country or to otherwise protect such the Company Group member’s 's interest therein, at the Company’s sole expensetherein . Such obligations shall continue beyond the termination of employment with respect to works, inventions, discoveries and improvements authorized, conceived, made or reduced to practice by Executive XXXXXX during the period of employment, and shall be binding upon Executive’s XXXXXX'x assigns, executors, administrators and other legal representatives. In conformance with any Company policy of a Company Group member from time to time, Executive XXXXXX shall be reimbursed by such the Company Group member for all reasonable out-of-pocket expenses incurred by Executive XXXXXX in connection with Executive’s his obligations under this Section 8(c), Paragraph subject to Executive XXXXXX’x furnishing adequate documentary evidence to substantiate such expenses. (iii) Executive agrees that in the event of publication by Executive of written or graphic materials, the applicable Company Group member will retain and own all rights in said materials, including right of copyright.;

Disclosure of Works and Inventions/Assignment of Patents. (i) Executive shall maintain such records of Executive’s his work as the Company or any other Company Group member may direct from time to time. Executive shall promptly disclose to the Company or other applicable Company Group member, in writing, any and all copyrightable works, including software, and any and all discoveries, inventions, technological innovations and improvements, whether patentable or not (whether it be a machine, process, apparatus, article, composition, design, software, writing or other thing) conceived or made by Executive, solely or jointly, during the period of Executive’s his employment with or service to the Company (including prior to the Effective Date), whether or not authorized, conceived or made during working hours or with a Company Group member’s equipment or facilities, which relates in any manner to the existing or contemplated business of any member of the Company Group. Unless otherwise waived in writing by the applicable Company Group member, all such copyrightable works (including software), discoveries, inventions, technological innovations and improvements shall be “work made for hire” as defined in the Copyright Act of 1976, as amended, and shall be the exclusive property of the applicable Company Group member with respect to any and all countries in the world, and if any of the foregoing is not the property of the applicable Company Group member by operation of law, this Agreement or otherwise, Executive shall assign and hereby does assign all right, title and interest thereto to the applicable Company Group member or its nominee. (ii) Executive, both during the Term and at all times thereafter, shall cooperate fully with the Company Group in taking all actions and measures necessary for any Company Group member to acquire and perfect its ownership of all such property. Whenever required to do so by a Company Group member, Executive shall execute any and all applications, assignments or other instruments which such Company Group member shall deem necessary to apply for and obtain Letters Patent or copyrights of the United States or any foreign country or to otherwise protect such Company Group member’s interest therein, at the Company’s sole expense. Such obligations shall continue beyond the termination of employment with respect to works, inventions, discoveries and improvements authorized, conceived, made or reduced to practice by Executive during the period of employment, and shall be binding upon Executive’s assigns, executors, administrators and other legal representatives. In conformance with any policy of a Company Group member from time to time, Executive shall be reimbursed by such Company Group member for all reasonable out-of-pocket expenses incurred by Executive in connection with Executive’s his obligations under this Section 8(c), subject to Executive furnishing adequate documentary evidence to substantiate such expenses. (iii) Executive agrees that in the event of publication by Executive of written or graphic materials, the applicable Company Group member will retain and own all rights in said materials, including right of copyright.

Disclosure of Works and Inventions/Assignment of Patents. (i) Executive x. XXXXX shall maintain such records of Executive’s his work as the Company or any other Company Group member may direct from time to time. Executive XXXXX shall promptly disclose to the Company or other applicable Company Group memberCompany, in writing, any and all copyrightable works, including software, and any and all discoveries, inventions, technological innovations and improvements, whether patentable or not (whether it be a machine, process, apparatus, article, composition, design, software, writing or other thing) conceived or made by ExecutiveXXXXX, solely or jointly, during the period of Executive’s his employment with or service to the Company (including prior to the Effective Date)Company, whether or not authorized, conceived or made during working hours or with a Company Group memberthe Company’s equipment or facilities, which relates in any manner to the existing or contemplated business of any member of the Company GroupCompany. Unless otherwise waived in writing by the applicable Company Group memberCompany, all such copyrightable works (including software), discoveries, inventions, technological innovations and improvements shall be “work made for hire” as defined in the Copyright Act of 1976, as amended, and shall be the exclusive property of the applicable Company Group member with respect to any and all countries in the world, world and if any of the foregoing is not the property of the applicable Company Group member by operation of law, this Agreement or otherwise, Executive XXXXX shall assign and hereby does assign all right, title and interest thereto to the applicable Company Group member or its nominee.; (ii) Executive. XXXXX, both during the Term his employment and at all times thereafter, shall cooperate fully with the Company Group in taking all actions and measures necessary for any the Company Group member to acquire and perfect its ownership of all such property. Whenever required to do so by a Company Group memberthe Company, Executive XXXXX shall execute any and all applications, assignments or other instruments which such the Company Group member shall deem necessary to apply for and obtain Letters Patent or copyrights of the United States or any foreign country or to otherwise protect such Company Group memberthe Company’s interest therein, at the Company’s sole expense. Such obligations shall continue beyond the termination of employment with respect to works, inventions, discoveries and improvements authorized, conceived, made or reduced to practice by Executive XXXXX during the period of employment, and shall be binding upon Executive’s XXXXX’x assigns, executors, administrators and other legal representatives. In conformance with any Company policy of a Company Group member from time to time, Executive XXXXX shall be reimbursed by such the Company Group member for all reasonable out-of-pocket expenses incurred by Executive XXXXX in connection with Executive’s his obligations under this Section 8(c), Paragraph subject to Executive XXXXX’x furnishing adequate documentary evidence to substantiate such expenses.; (iii) Executive . XXXXX agrees that in the event of publication by Executive XXXXX of written or graphic materials, other than works of fiction or relating to subjects outside of the applicable Company’s business, Company Group member will retain and own all rights in said materials, including right of copyright.