EMPLOYEE'S INVENTIONS Sample Clauses

EMPLOYEE'S INVENTIONS. The Employee agrees to assign and transfer to the Company, its successors and assigns, his entire right, title and interest in and to any or all inventions, designs, discoveries and improvements which he may make, either solely or jointly with others, during the Employment Term hereunder and for a period of one (1) year thereafter, which relate in any way to the business or products of the Company, together with all rights to letters patent which may be granted thereon. Immediately upon making any inventions, designs, discoveries or improvements, the Employee shall notify the Company and, without further compensation, shall execute and deliver to the Company such documents as may be necessary to prepare or prosecute applications for patents upon such inventions, designs, discoveries and improvements, and shall assign and transfer to the Company his entire right, title and interest therein. The Company shall pay all expenses involved in carrying out the provisions of this paragraph 8.
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EMPLOYEE'S INVENTIONS. Employee acknowledges and agrees that all inventions, patents, patent applications, copyrights, research, development and formulas ("Inventions") related to the present or planned business of Corporation, which are conceived or reduced to practice by Employee during the period of Employee's employment or during a period of one hundred twenty (120) days after termination of such employment, whether or not done during Employee's regular working hours, are the sole property of Corporation. Moreover, Employee agrees that he will disclose promptly and in writing to Corporation all Inventions which are covered by this Agreement, and Employee hereby assigns and agrees to assign to Corporation or its nominee all of her right, title, and interest in and to such Inventions. Employee agrees not to disclose any of these Inventions to others without the express consent of Corporation. Employee agrees, at any time during or after his employment, on request of Corporation, to execute specific assignments in favor of Corporation or its nominee of Employee's interest in any of the Inventions covered by this Agreement, as well as to execute all papers, render all assistance, and perform all lawful acts which Corporation considers necessary or advisable for the preparation, filing, prosecution, issuance, procurement, maintenance or enforcement of patent applications and patents of the United States and foreign countries for these Inventions, and for the transfer of any interest Employee may have. employee will execute any and all papers and documents required to vest title in Corporation or its nominee in the Inventions.
EMPLOYEE'S INVENTIONS. (1) Managing Director undertakes to relinquish to the Company any invention which he has made without extra remuneration, or to the respective Harman or Xxxxxx company for whom he was active in connection with his invention. (2) Managing Director may, however, demand an employee invention remuneration in accordance with the relevant legal regulations insofar as and to the extent that this remuneration would exceed the sum of annual remuneration due to him in accordance with Article 4 of this Agreement and the bonus paid for the year in which the invention was made. The Company is entitled to pay the remuneration due in the form of partial payments or in a lump sum with a single payment.
EMPLOYEE'S INVENTIONS. Certain jurisdictions as, in particular, Germany provide for special compensation to be paid to employees for inventions, such compensation to be paid during the time the invention is used. Seller or, as the case may be the Selling Subsidiary concerned shall be responsible for such compensation accrued due to use of employees’ inventions before the Closing Date, whereas Purchaser or, as the case may be the Purchasing Subsidiary shall be responsible for such compensation accrued due to use of employees’ inventions after the Closing Date, independent of whether or not such employees are transferred to Purchaser. The Parties shall indemnify each other if and to the extent a Transferred Employee raises against one Party a claim for which the other Party is responsible under this art. 6.3.3.
EMPLOYEE'S INVENTIONS. PRIOR TO THIS AGREEMENT All inventions, if any, patented or unpatented, which Employee made prior to employment by Company, are excluded from the scope of this Agreement other than those transferred pursuant to the Transfer Agreement. To preclude any possible uncertainty, Employee has set forth on Exhibit B attached hereto a complete list of all of Employee's prior inventions, including numbers of all patents and patent applications, and a brief description of all unpatented inventions which are not the property of a previous employer. Employee represents and covenants that the list is complete and that, if no items are on the list, Employee has no such prior inventions. Employee shall notify Company in writing before Employee makes any disclosure or performs any work on behalf of Company which appears to threaten or conflict with proprietary rights Employee claims in any invention or idea. In the event of the failure to give such notice, Employee shall make no claim against Company with respect to any such inventions or ideas.
EMPLOYEE'S INVENTIONS. In consideration of the compensation and other benefits payable by the Company and to be received by the Employee hereunder, and as a condition to and as part of the consideration for Employee's employment or continued employment hereunder, Employee hereby assigns and transfers to the Company and agrees that the Company shall be the sole owner of all inventions, discoveries, computer software programs and systems, processes (including the Process), production methods and techniques (the "Inventions") for the manufacture of the Product or for its use in steelmaking, and all related equipment or devices heretofore or hereafter conceived, developed, or made by the Employee, either alone or with others, in whole or in part, during Employee's employment by the Company hereunder, which are useful in or directly or indirectly related to the Company's business or to its Process or Products, and which are conceived, developed, or made in the course of Employee's employment hereunder, or which are developed or made from or by reason of knowledge gained from or during such employment. The Company's business shall be understood to encompass the development and implementation of the Process of manufacturing DRI and using that Product as a scrap steel substitute material in an electric arc furnace to manufacture new steel. The Company or its affiliates shall have the right to use all such inventions or to license others to use or sublicense such Inventions, and all such Inventions hereunder shall be considered as "work made for hire," belonging to the Company. This assignment shall include the assignment of all patent, trademark, or copyright rights as may be obtained thereon, both domestic and non-domestic, and the Employee agrees, upon request by the Company and at the Company's expense, at any time during his employment hereunder or thereafter, regardless of the reason for termination, that he will execute all necessary or appropriate documents, assignments, applications, and the like, whether during the term of this Agreement or thereafter, for use in the preparation, application, prosecution, procurement, and maintenance of any such domestic and non-domestic patents, trademarks, copyrights and/or patent applications, trademark applications, and copyright applications as the Company may desire, including any improvements thereon. It is understood that all expenses in connection with any such patents, trademarks, or copyrights, or applications in connection therewith...
EMPLOYEE'S INVENTIONS. The Law has to do with inventions made by employees. Accordingly, one has to determine first what, in the sense of The Law, is an invention, furthermore, what is an employee, and finally, what kind of inventions made by employees are subject of the provisions of The Law. 2.2.1. Definition of Invention Inventions in the sense of The Law are only technical inventions which in principle can be protected under German Law by a patent or by a utility model, the latter in this sense and for the purpose of this paper being considered as a kind of a patent (for small inventions). The Law is not related to other creations of employees, which may be protected by design, copyright etc., and accordingly creations of the aforementioned kind are not subject of the binding regulations of The Law. This has the consequence that, as far as e.g. copyright creations are concerned, by employment contract in advance employee and employer can agree that the rights in relation to all such creations made by the employee during the course of its employment with factual effect belong to the employer, without any specific remune- ration etc.. Such agreements can only not be made, as already mentioned under 1., in relation to technical inventions protectable, in a strict sense, by either patent or utility model. 2.2.2. Definition of Employee Only such inventions are ruled by The Law which are made by employees. Employees are persons employed with an employer in the sense of German Labour Law and jurisdiction. It is, in view of the summarizing character of this paper, difficult to positively define what an employee in this sense is under German Law, but negatively one can say that e.g. representa- tives of legal entities, like managing directors of companies, i.e. all persons which have a em- ployer-like position, are not employees, so that The Law does not apply to inventions made by such persons. The consequence is that e.g. by the appointment agreement for a managing director of a certain company it can be agreed between the company and the managing direc- tor, totally different from inventions made by employees, that inventions made by the mana- ging director belong to the company with factual effect from the time of their creation; even the remuneration question can be fully anticipated, e.g. by agreeing that no specific remune- ration should be paid. Also, if the employment is not under German Law, particularly in all instances where one party, namely either the employee or the em...
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EMPLOYEE'S INVENTIONS 

Related to EMPLOYEE'S INVENTIONS

  • Employee Inventions Each Employee Invention will belong exclusively to the Employer. The Executive acknowledges that all of the Executive's writing, works of authorship, specially commissioned works, and other Employee Inventions are works made for hire and the property of the Employer, including any copyrights, patents, or other intellectual property rights pertaining thereto. If it is determined that any such works are not works made for hire, the Executive hereby assigns to the Employer all of the Executive's right, title, and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Employee Inventions. The Executive covenants that he will promptly: (i) disclose to the Employer in writing any Employee Invention; (ii) assign to the Employer or to a party designated by the Employer, at the Employer's request and without additional compensation, all of the Executive's right to the Employee Invention for the United States and all foreign jurisdictions; (iii) execute and deliver to the Employer such applications, assignments, and other documents as the Employer may request in order to apply for and obtain patents or other registrations with respect to any Employee Invention in the United States and any foreign jurisdictions; (iv) sign all other papers necessary to carry out the above obligations; and (v) give testimony and render any other assistance in support of the Employer's rights to any Employee Invention.

  • NASA Inventions NASA will use reasonable efforts to report inventions made under this Agreement by its employees. Upon request, NASA will use reasonable efforts to grant Partner, under 37 C.F.R. Part 404, a negotiated license to any NASA invention made under this Agreement. This license is subject to paragraph E.1. of this Article.

  • Joint Inventions For Subject Inventions conceived or first actually reduced to practice under this Agreement that are joint Subject Inventions made by CONTRACTOR and USER, each Party shall have the option to elect and retain title to its undivided rights in such joint Subject Inventions.

  • Confidential Information; Inventions (a) The Executive shall not disclose or use at any time, either during the Period of Employment or thereafter, any Confidential Information (as defined below) of which the Executive is or becomes aware, whether or not such information is developed by Executive, except to the extent that such disclosure or use is directly related to and required by the Executive’s performance in good faith of duties for the Company. The Executive will take all appropriate steps to safeguard Confidential Information in Executive’s possession and to protect it against disclosure, misuse, espionage, loss and theft. The Executive shall deliver to the Company at the termination of the Period of Employment, or at any time the Company may request, all memoranda, notes, plans, records, reports, computer tapes and software and other documents and data (and copies thereof) relating to the Confidential Information or the Work Product (as hereinafter defined) of the business of the Company or any of its Affiliates which the Executive may then possess or have under Executive’s control. Notwithstanding the foregoing, the Executive may truthfully respond to a lawful and valid subpoena or other legal process, but shall give the Company the earliest possible notice thereof, shall, as much in advance of the return date as possible, make available to the Company and its counsel the documents and other information sought, and shall assist the Company and such counsel in resisting or otherwise responding to such process. Nothing in this Agreement prohibits Executive from reporting possible violations of federal law or regulation to any governmental agency or entity, or making other disclosures that are protected under the whistleblower provisions of federal law or regulation. Executive does not need the prior authorization to make any such reports or disclosures and is not required to notify the Employer of such reports or disclosures. (b) As used in this Agreement, the term “Confidential Information” means information that is not generally known to the public and that is used, developed or obtained by the Company or its Affiliates in connection with their businesses, including, but not limited to, information, observations and data obtained by the Executive while employed by the Company or any predecessors thereof (including those obtained prior to the Effective Date) concerning (i) the business or affairs of the Company (or such predecessors), (ii) products or services, (iii) fees, costs and pricing structures, (iv) designs, (v) analyses, (vi) drawings, photographs and reports, (vii) computer software, including operating systems, applications and program listings, (viii) flow charts, manuals and documentation, (ix) data bases, (x) accounting and business methods, (xi) inventions, devices, new developments, methods and processes, whether patentable or unpatentable and whether or not reduced to practice, (xii) customers and clients and customer or client lists, (xiii) other copyrightable works, (xiv) all production methods, processes, technology and trade secrets, and (xv) all similar and related information in whatever form. Confidential Information will not include any information that has been published (other than a disclosure by the Executive in breach of this Agreement) in a form generally available to the public prior to the date the Executive proposes to disclose or use such information. Confidential Information will not be deemed to have been published merely because individual portions of the information have been separately published, but only if all material features comprising such information have been published in combination.

  • Proprietary Information and Inventions You agree to execute, deliver and be bound by the provisions of the Proprietary Information and Inventions Agreement attached hereto as Exhibit C.

  • Other Inventions Nothing contained in this clause shall be deemed to grant to the Government any rights with respect to any invention other than a subject invention.

  • Prior Inventions Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

  • Non Disclosure Covenant Employee Inventions 7.1. ACKNOWLEDGMENTS BY THE EXECUTIVE Executive acknowledges that (2) during the Employment Period and as a part of his employment, Executive will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on Employer and its business; (c) the Employer has required that Executive make the covenants in this Section 7; and (d) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information.

  • Inventions (i) The Employee acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products or developments (“Inventions”), whether patentable or unpatentable, (A) that relate to the Employee’s work with the Company, made or conceived by the Employee, solely or jointly with others, during the Employment Term, or (B) suggested by any work that the Employee performs in connection with the Company, either while performing the Employee’s duties to the Company or on the Employee’s own time, but only insofar as the Inventions are related to the Employee’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. The Employee will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Employee will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Employee will assign to the Company the Inventions and all patents that may issue thereon in any and all countries, whether during or subsequent to the Employment Term, together with the right to file, in the Employee’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Employee will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be requested from time to time by the Company with respect to the Inventions. The Employee will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for its benefit, all without additional compensation to the Employee from the Company, but entirely at the Company’s expense. (ii) In addition, the Inventions will be deemed Work for Hire, as such term is defined under the copyright laws of the United States, on behalf of the Company and the Employee agrees that the Company will be the sole owner of the Inventions, and all underlying rights therein, in all media now known or hereinafter devised, throughout the universe and in perpetuity without any further obligations to the Employee. If the Inventions, or any portion thereof, are deemed not to be Work for Hire, the Employee hereby irrevocably conveys, transfers and assigns to the Company, all rights, in all media now known or hereinafter devised, throughout the universe and in perpetuity, in and to the Inventions, including, without limitation, all of the Employee’s right, title and interest in the copyrights (and all renewals, revivals and extensions thereof) to the Inventions, including, without limitation, all rights of any kind or any nature now or hereafter recognized, including without limitation, the unrestricted right to make modifications, adaptations and revisions to the Inventions, to exploit and allow others to exploit the Inventions and all rights to xxx at law or in equity for any infringement, or other unauthorized use or conduct in derogation of the Inventions, known or unknown, prior to the date hereof, including, without limitation, the right to receive all proceeds and damages therefrom. In addition, the Employee hereby waives any so-called “moral rights” with respect to the Inventions. The Employee hereby waives any and all currently existing and future monetary rights in and to the Inventions and all patents that may issue thereon, including, without limitation, any rights that would otherwise accrue to the Employee’s benefit by virtue of the Employee being an employee of or other service provider to the Company.

  • Employee Access Employees are entitled to read and review their personnel file and, without limiting the generality of the foregoing, shall be entitled to inspect their performance evaluations, written censures, letters of reprimand, and other adverse reports. Upon request, employees shall be given copies of all such pertinent documents. The Employer further agrees that no personal files or documents on employees shall be kept outside of the personnel file, apart from payroll or health services files.

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