Common use of Employee Work Product Clause in Contracts

Employee Work Product. (i) To the extent permitted under applicable laws, each Employee Work (defined below), including any copyrights, patents, or other intellectual property rights pertaining thereto, will constitute “works made for hire” and the ownership of each Employee Work will vest in Employer at the time created. If it is determined that any Employee Works are not works made for hire under applicable laws, Employee hereby assigns and transfers to Employer all of Employee’s right, title, and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Employee Works. To the extent that the rights that Employee has in any Employee Work are not fully or effectively transferred or assigned to Employer by this Agreement, Employee hereby grants and promises to grant to Employer a perpetual, worldwide, paid-up and royalty-free, non-exclusive, and sublicensable right and license to freely exploit and exercise such rights in that Employee Work. Employee covenants that Employee will promptly: (1) disclose to Employer in writing any Employee Work; (2) assign to Employer or to a party designated by Employer, at Employer’s request and without additional compensation, all of Employee’s right to Employee Work for the United States and all foreign jurisdictions; (3) execute and deliver to Employer such applications, assignments, and other documents as Employer may request in order to apply for and obtain patents or other registrations with respect to any Employee Work in the United States and any foreign jurisdictions and to otherwise transfer, vest, or confirm Employer’s right, title, and interest in the Employee Work; (4) sign all other papers necessary to carry out the above obligations; and (5) give testimony and render any other assistance but without expense to Employee in support of Employer’s rights to any Employee Work. (ii) The term “Employee Work” means any idea, data, invention, document, technique, modification, process, or improvement (whether patentable or not), any industrial design (whether registerable or not), any mask or software work, however fixed or encoded, that is suitable to be fixed, embedded or programmed (in a semiconductor product, software media, or other fashion, whether recordable or not), and any work of authorship (whether or not copyright protection may be obtained for it) created, conceived, or developed by Employee, either solely or in conjunction with others, during the Term, or a period that includes a portion of the Term, that relates in any way to, or is useful in any manner in, the business then being conducted or proposed to be conducted by Employer or clients of Employer (previous, current, or those actively being pursued by Employer) and any such item created by Employee, either solely or in conjunction with others, following termination of Employee’s employment with Employer, that is based upon or uses Confidential Information.

Employee Work Product. (i) To the extent permitted under applicable laws, each Employee Work (defined below), including any copyrights, patents, or other intellectual property rights pertaining thereto, will constitute “works made for hire” and the ownership of each Employee Work will vest in Employer at the time created. If it is determined that any Employee Works are not works made for hire under applicable laws, Employee hereby assigns and transfers to Employer all of Employee’s right, title, and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Employee Works. To the extent that the rights that Employee has in any Employee Work are not fully or effectively transferred or assigned to Employer by this Agreement, Employee hereby grants and promises to grant to Employer a perpetual, worldwide, paid-up and royalty-free, non-exclusive, and sublicensable right and license to freely exploit and exercise such rights in that Employee Work. Employee covenants that Employee will promptly: (1) disclose to Employer in writing any Employee Work; (2) assign to Employer or to a party designated by Employer, at Employer’s request and without additional compensation, all of Employee’s right to Employee Work for the United States and all foreign jurisdictions; (3) execute and deliver to Employer such applications, assignments, and other documents as Employer may request in order to apply for and obtain patents or other registrations with respect to any Employee Work in the United States and any foreign jurisdictions and to otherwise transfer, vest, or confirm Employer’s right, title, and interest in the Employee Work; (4) sign all other papers necessary to carry out the above obligations; and (5) give testimony and render any other assistance but without expense to Employee in support of Employer’s rights to any Employee Work. (ii) The term “Employee Work” means any idea, data, invention, document, technique, modification, process, or improvement (whether patentable or not), any industrial design (whether registerable or not), any mask or software work, however fixed or encoded, that A&R Employment Agreement (KDunleavy) December 3, 2014 is suitable to be fixed, embedded or programmed (in a semiconductor product, software media, or other fashion, whether recordable or not), and any work of authorship (whether or not copyright protection may be obtained for it) created, conceived, or developed by Employee, either solely or in conjunction with others, during the Term, or a period that includes a portion of the Term, that relates in any way to, or is useful in any manner in, the business then being conducted or proposed to be conducted by Employer or clients of Employer (previous, current, or those actively being pursued by Employer) and any such item created by Employee, either solely or in conjunction with others, following termination of Employee’s employment with Employer, that is based upon or uses Confidential Information.