Discoveries and Improvements. During the time that you are employed by the Company, all confidential information, trade secrets, or proprietary information and all other discoveries, inventions, software programs, processes, methods and improvements that are conceived, developed, or otherwise made by you , alone or with others, that relate in any way to the Company’s present or planned business or products (collectively the “Developments”), whether or not patentable or subject to copyright protection and whether or not reduced to tangible form or reduced to practice, shall be the sole property of the Company. You agree to disclose all Developments promptly, fully and in writing to the Company. You agree to keep and maintain adequate and current dated and witnessed written records of all such Developments, in the form of notes, sketches, drawings, or reports, which records shall be promptly submitted to the Company and shall be and remain the property of the Company at all times. You agree to assign, and hereby do assign, to, the Company all your right, title and interest throughout the world in and to all Developments. You agree that all Developments shall constitute “Works for Hire” (as such are defined under the U.S. Copyright Laws) and hereby assign to the Company all copyrights, patents and other proprietary rights you may have in any Developments without any obligation on the part of the Company to pay royalties or any other consideration to you for such Developments.
Discoveries and Improvements. Executive acknowledges and agrees that all inventions, discoveries, and improvements, whether patentable or unpatentable, made, devised, or discovered by Executive, whether by himself, or jointly with others, from the date hereof until the expiration of the Term hereof, reasonably deemed to be directly related to or pertaining in any way to the Business, will be promptly disclosed in writing to the Chief Executive Officer (or such other officer as the Chief Executive Officer may designate) of the Company and will be the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company or its nominee of his entire right, title, and interest in and to any such inventions, discoveries, and improvements and to execute and deliver at the cost of the Company any other instruments and documents that may be requested by the Company that are requisite or desirable in applying for and obtaining patents, copyrights or trademarks, with respect thereto in the United States and in all foreign countries. Executive further agrees, whether or not in the employ of the Company, to cooperate, to the extent and in the manner requested by the Company, in the prosecution or defense of any patent, trademark or copyright claims or any litigation or other proceeding involving any inventions, trade secrets, processes, discoveries, or improvements covered by this Agreement, provided that all expenses thereof shall be paid by the Company.
Discoveries and Improvements. 16.3.1 Until the effective date of the Original Agreement (May 16, 2013), the terms and conditions of the Development Agreement shall continue to apply with respect to any and all Intellectual Property Rights related to the Products; provided that Kimree will own any Intellectual Property Rights that may exist in those improvements made by Kimree to the Base E-Cigarette (as defined in the Development Agreement) prior to the effective date of the Original Agreement (May 16, 2013) without contribution from Customer. For Intellectual Property Rights arising from the effective date of the Original Agreement (May 16, 2013), the following terms and conditions shall apply.
Discoveries and Improvements. Executive shall promptly disclose in writing to the Board of Directors of the Company all inventions, discoveries, and improvements conceived, devised, created, or developed by Executive in connection with his employment (collectively, "Invention"), and Executive shall transfer and assign to the Company all right, title and interest in and to any such Invention, including any and all domestic and foreign patent rights, domestic and foreign copyright rights therein, and any renewal thereof. Such disclosure is to be made promptly after the conception of each Invention, and each Invention is to become and remain the property of the Company, whether or not patent or copyright applications are filed thereon by the Company. Upon request of the Company, Executive shall execute from time to time during or after the termination of employment such further instruments including, without limitations, applications for patents and copyrights and assignments thereof as may be deemed necessary or desirable by the Company to effectuate the provisions of this paragraph.
Discoveries and Improvements. The Employee will disclose promptly to Citizens Bank and does assign and agrees to assign to Citizens Bank, free from any obligation to the Employee, all of his rights, titles and/or interest in and to any and all discoveries, improvements, extension or advancements made, conceived, devised, developed or perfected by him or her during the term of his employment, whether during working hours or not.
Discoveries and Improvements. Warever shall own those modifications, improvements and developments to the Pocket4t Software made by Warever independently of PlusMark during the term of this Agreement and PlusMark shall own those modifications, improvements and developments to the Pocket-It Software made by PlusMark independently of Warever during the term of this Agreement. The parties shall jointly own all jointly developed modifications, improvements and developments made during the term of this Agreement. Neither party shall preclude the other from using any independent or joint developments as long as such party continues to distribute, promote or sell the Pocket-It Software.
Discoveries and Improvements. Executive acknowledges and agrees that all inventions, discoveries, and improvements, whether patentable or unpatentable, made, devised, or discovered by Executive, whether by himself, or jointly with others, from the date hereof until the expiration of the Term hereof, reasonably deemed to be directly related to the Business, will be promptly disclosed in writing to the President (or such other officer as the President may designate) of the Company and will be the sole and exclusive property of the
Discoveries and Improvements. During the time that you are employed by the Company, all confidential information, trade secrets, or proprietary information and all other discoveries, inventions, software programs, processes, methods and improvements that are conceived, developed, or otherwise made by you , alone or with others, that relate in any way to the Company’s present or planned business or products (collectively the “Developments”), whether or not patentable or subject to copyright protection and whether or not reduced to tangible form or reduced to practice, shall be the sole property of the Company. You agree to disclose all Developments promptly, fully and in writing to the Company. You agree to keep and maintain adequate and current dated and witnessed written records of all such Developments, in the form of notes, sketches, drawings, or reports, which records shall be promptly submitted to the Company and shall be and remain the property of the Company at all times. You agree to assign, and hereby do assign, to, the Company all your right, title and interest throughout the world in and to all
Discoveries and Improvements. LANXESS covenants to promptly disclose to RELYPSA all Intellectual Property conceived, reduced to practice or made by LANXESS hereunder that is or uses or constitutes an improvement upon RELYPSA Information, API, Bulk Intermediate, or Bulk Drug (collectively, “Discoveries”). LANXESS hereby agrees to assign, and hereby assigns, to RELYPSA any and all of LANXESS’s rights, title and interest in and to Discoveries. LANXESS shall assist RELYPSA, at RELYPSA’s expense, in the preparation of all documents necessary to effectuate RELYPSA’s rights in Discoveries (but for avoidance of doubt, except as provided herein, LANXESS shall have no obligation to transfer, assign or license any LANXESS Intellectual Property (other than Know-How that is a Discovery) to RELYPSA or any Third Party). RELYPSA shall have the sole right to file, prosecute and maintain patent applications and patents or seek and maintain other legal protection with respect to RELYPSA Information or Discoveries. LANXESS hereby undertakes and agrees to execute and have its employees and the employees of its Affiliates execute such assignments and other documents which, in the reasonable opinion of RELYPSA, are necessary at any time to permit the filing and prosecution of applications for patents or other legal protection claiming RELYPSA Information or Discoveries. LANXESS hereby further agrees that, at RELYPSA’s request and expense, LANXESS will assist RELYPSA in the preparation, filing and prosecution of such patent applications and patents. For the avoidance of doubt, nothing in this Agreement shall create any obligation of RELYPSA to pay to [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. LANXESS or its or its Affiliates’ employees, agents, or consultants any compensation (other than amounts otherwise payable under this Agreement or any Firm Order) with respect to any Discoveries, including without limitation in connection with the assignment of Discoveries, and if any compensation is to be paid to LANXESS’s or its Affiliates’ employees, agents or consultants with respect to Discoveries in accordance with Legal Requirements or otherwise, LANXESS shall be solely responsible to pay such amounts.
Discoveries and Improvements. Employee will promptly disclose to the Company any improvements in or modifications to any Confidential Information which Employee may discover or develop. Employee further hereby assigns to the Company, free from any obligations to the Company, all right, title and interest which Employee may have in and to any discoveries, improvements, extensions or advancements made, conceived, devised, developed or perfected by Employee which arise from the Confidential Information.
