Common use of Inventions and Other Intellectual Property Clause in Contracts

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of Executive’s “Creations” and work product made during the term of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible under applicable patent, trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 9, the term “Creations” shall mean all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, any information relating to the Company’s software products, source code, know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, works-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment Period) made or conceived or reduced to practice by the Company. Executive agrees that all work or other material containing or reflecting any such Creations shall be deemed work made for hire as defined in Section 101 of the Copyright Act, 15 U.S.C. Section 101. If a court of competent jurisdiction determines that any such works are not works made for hire, Executive hereby assigns to the Company all of Executive’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Creations. Executive covenants that he shall keep the Company informed of the development of all Creations made, conceived or reduced to practice by the Company, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. Executive further agrees that (i) at the Company’s request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations to the Company and (ii) he will cooperate with the Company or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materials.

Inventions and Other Intellectual Property. (i) Attached hereto as Schedule A is a list describing all inventions, original works of authorship, developments, improvements, and trade secrets which were owned or developed by the Employee prior to the Employee’s relationship with Commission River or the Company, which relate to the Company’s proposed businesses and products, and which are not assigned to the Company pursuant to this Section 8(h). If no such list is attached, the Employee represents that there are no such inventions. The Executive hereby Employee agrees that to promptly make full written disclosure to the Company, to hold in trust for the sole right and benefit of the Company, and to assign to the Company all of the Employee’s right, title title, and interest in and to all of Executive’s “Creations” any and work product made during the term of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible under applicable patent, trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 9, the term “Creations” shall mean all inventions, designsoriginal works of authorship, developments, improvements, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, any information relating to the Company’s software products, source codeideas, know-how, processes, designs, algorithms, computer programs and routinesmethods, formulae, techniquestechniques or trade secrets, developments whether or experimental worknot patentable or copyrightable, works-in-progress, which the Employee has solely or business trade secrets whether now existing, jointly conceived or hereafter developed during the Employment Period) made or conceived or reduced to practice, may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the Employee’s relationship with the Company, whether as an officer, employee or other service provider. The Employee acknowledges and understands that this Section 8(h) will not apply to an invention as to which the Employee can prove the following: (1) It was created by the Employee entirely on the Employee’s own time; (2) It was not conceived, developed, reduced to practice or created by the Employee: (A) within the scope of the Employee’s engagement or employment; (B) on the Company’s time; or (C) with the aid, assistance or use of any of the Company’s property, equipment, facilities, supplies, resources or intellectual property; (3) It does not result from any work, services or duties performed by the Employee for the Company; (4) It does not relate to the industry or trade of the Company; and (5) It does not relate to the current or demonstrably anticipated business, research or development of the Company. Executive agrees The Employee acknowledges that all work original works of authorship which are made by the Employee (solely or other material containing or reflecting any such Creations shall be deemed work made for hire as defined in Section 101 jointly with others) within the scope of the Copyright Act, 15 U.S.C. Section 101. If a court of competent jurisdiction determines that any such works are not works made for hire, Executive hereby assigns to the Company all of ExecutiveEmployee’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Creations. Executive covenants that he shall keep the Company informed of the development of all Creations made, conceived or reduced to practice by the Company, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. Executive further agrees that (i) at the Company’s request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations to the Company and which are protectable by copyright are “works made by hire,” as that term is defined in the United States Copyright Act (ii) he 17 U.S.C.A. § 101). The Employee further agrees that, with respect to any “works made by hire” by the Employee (solely or jointly with others), the Employee will cooperate with the Company receive no royalty or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materialsother consideration therefor.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of Executive’s “Creations” and work product made during the term of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible under applicable patent, trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 9, the term “Creations” shall mean all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, any information relating to the Company’s software products, source code, know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, works-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment PeriodTerm) made or conceived or reduced to practice by the Company. Executive agrees that all work or other material containing or reflecting any such Creations shall be deemed work made for hire as defined in Section 101 of the Copyright Act, 15 U.S.C. Section 101. If a court of competent jurisdiction determines that any such works are not works made for hire, Executive hereby assigns to the Company all of Executive’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Creations. Executive covenants that he shall keep the Company informed of the development of all Creations made, conceived or reduced to practice by the Company, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. Executive further agrees that (i) at the Company’s request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations to the Company and (ii) he will cooperate with the Company or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materials.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of the Executive’s “Creations” and work product made during the term of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible under applicable patent, trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 9, the term “Creations” shall mean all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, any information relating to the Company’s software products, source code, know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, works-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment Periodterm of this Agreement) made or conceived or reduced to practice by the Company. The Executive agrees that all work or other material containing or reflecting any such Creations shall be deemed work made for hire as defined in Section 101 of the Copyright Act, 15 U.S.C. Section 101. If a court of competent jurisdiction determines that any such works are not works made for hire, the Executive hereby assigns to the Company all of the Executive’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Creations. The Executive covenants that he shall keep the Company informed of the development of all Creations made, conceived or reduced to practice by the Company, in whole or in part, by the Executive or any other alone or with others, which either result from any work the Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. The Executive further agrees that (i) at the Company’s request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations to the Company and (ii) he will cooperate with the Company or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materials.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of the Executive’s “CreationsDiscoveries” and work product made during the term of the Executive’s employment with the CompanyEmployment Period, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible protectable under applicable patent, patent trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 98, the term “CreationsDiscoveries” shall mean means all inventions, designs, discoveries, booksimprovements and copyrightable works, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, limitation any information relating to the Company’s software products, source code, know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, workswork-in-progress, progress or business trade secrets whether now existing, or hereafter developed during the Employment Period) made or conceived or reduced to practice by the Company. Executive agrees that all work or other material containing or reflecting any such Creations Discoveries shall be deemed work made for hire as defined in Section 101 of the Copyright Act, 15 U.S.C. U.S.C.A. Section 101. If a court of competent jurisdiction determines it is determined that any such works are not works made for hire, the Executive hereby assigns to the Company all of the Executive’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such CreationsDiscoveries. Executive covenants that he she shall keep the Company informed of the development of all Creations Discoveries made, conceived or reduced to practice by the Company, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. Executive further agrees that (i) at the Company’s request and expense, he she will execute any assignments deeds or any other documents or instruments necessary to transfer all rights any such Creations Discoveries to the Company and (ii) he will to cooperate with the Company or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materials.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of the Executive’s “CreationsDiscoveries” and work product made during the term of the Executive’s employment with the CompanyEmployment Period, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible protectable under applicable patent, patent trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 98, the term “CreationsDiscoveries” shall mean means all inventions, designs, discoveries, booksimprovements and copyrightable works, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, limitation any information relating to the Company’s software products, source code, know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, workswork-in-progress, progress or business trade secrets whether now existing, or hereafter developed during the Employment Period) made or conceived or reduced to practice by the Company. Executive agrees that all work or other material containing or reflecting any such Creations Discoveries shall be deemed work made for hire as defined in Section 101 of the Copyright Act, 15 U.S.C. U.S.C.A. Section 101. If a court of competent jurisdiction determines it is determined that any such works are not works made for hire, the Executive hereby assigns to the Company all of the Executive’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such CreationsDiscoveries. Executive covenants that he shall keep the Company informed of the development of all Creations Discoveries made, conceived or reduced to practice by the Company, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. Executive further agrees that (i) at the Company’s request and expense, he will execute any assignments deeds or any other documents or instruments necessary to transfer all rights any such Creations Discoveries to the Company and (ii) he will to cooperate with the Company or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materials.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of the Executive’s “Creations” 's "Discoveries" and work product made during the term Employment Period related to the Business of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible protectable under applicable patent, trademark, service xxxxmark, copyright or trade secret laws. For purposes of this Section 98, the term “Creations” shall mean "Discoveries" means all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, improvements and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (authorship, including, without limitation, any information relating to the Company’s software products, source code, 's know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, workswork-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment Period) made or conceived or reduced to practice by the Company. Executive agrees that all work or other material containing or reflecting any such Creations Discoveries and work product shall be deemed to be work made for hire as defined in Section 101 of and shall be owned by the Copyright Act, 15 U.S.C. Section 101Company without further consideration. If a court of competent jurisdiction determines it is determined that any such works are not works made for hire, the Executive hereby assigns to the Company all of the Executive’s 's right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such CreationsDiscoveries or work product. Executive covenants that he shall keep the Company informed of the development of all Creations Discoveries or work product made, conceived or reduced to practice by the Company, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive may do for, or at the request of, the Company, or are related to the Company’s 's present or contemplated activities, investigations, or obligations. Executive further agrees that (i) at the Company’s 's request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations Discoveries or work product to the Company and (ii) he will to cooperate with the Company or its nominee in perfecting the Company’s 's title (or the title of the Company’s 's nominee) in any or all such materials. The Executive grants the Company a permanent, non-exclusive, paid-up and worldwide license under the Executive's intellectual property rights in any Discoveries or work product that is delivered to the Company by the Executive in connection with the performance of services for the Company to use, have used, make, have made, sell and have sold such Discoveries and reproduce in quantities, prepares derivative works and publicly display and distribute such work product.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of the Executive’s “Creations” 's "Discoveries" and work product made during the term Employment Period related to the Business of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible protectable under applicable patent, trademark, service xxxxmark, copyright or trade secret laws. laws For purposes of this Section 98, the term “Creations” shall mean "Discoveries" means all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, improvements and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (authorship, including, without limitation, any information relating to the Company’s software products, source code, 's know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, workswork-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment Period) made or conceived or reduced to practice by the Company. Executive agrees that all work or other material containing or reflecting any such Creations Discoveries and work product shall be deemed to be work made for hire as defined in Section 101 of and shall be owned by the Copyright Act, 15 U.S.C. Section 101Company without further consideration. If a court of competent jurisdiction determines it is determined that any such works are not works made for hire, the Executive hereby assigns to the Company all of the Executive’s 's right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such CreationsDiscoveries or work product. Executive covenants that he shall keep the Company informed of the development of all Creations Discoveries or work product made, conceived or reduced to practice by the Company, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive may do for, or at the request of, the Company, or are related to the Company’s 's present or contemplated activities, investigations, or obligations. Executive further agrees that (i) at the Company’s 's request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations Discoveries or work product to the Company and (ii) he will to cooperate with the Company or its nominee in perfecting the Company’s 's title (or the title of the Company’s 's nominee) in any or all such materials. The Executive grants the Company a permanent, non-exclusive, paid-up and worldwide license under the Executive's intellectual property rights in any Discoveries or work product that is delivered to the Company by the Executive in connection with the performance of services for the Company to use, have used, make, have made, sell and have sold such Discoveries and reproduce in quantities, prepares derivative works and publicly display and distribute such work product.

Inventions and Other Intellectual Property. The Executive Employee hereby agrees that all right, title and interest in and to all of Executive’s “Creations” the Employee's "Discoveries" and work product made during the term Term of this Agreement related to the business of the Executive’s employment with the CompanyEmployer or its affiliates, whether pursuant to this Agreement or otherwise, shall belong solely to the CompanyEmployer and its affiliates, whether or not they are protected or protectible protectable under applicable patent, trademark, service xxxxmark, copyright or trade secret lawsxxxs. For purposes of this Section 9, the term “Creations” shall mean "Discoveries" means all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, improvements and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (authorship, including, without limitation, any information relating to the Company’s software productsEmployer's, source code, and its affiliates' know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, worksor work-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment Period) progress made or conceived or reduced to practice by the CompanyEmployer. Executive The Employee agrees that all work or other material containing or reflecting any such Creations Discoveries and work product shall be deemed to be work made for hire as defined in Section 101 of and shall be owned by the Copyright Act, 15 U.S.C. Section 101Employer and its affiliates without further consideration. If a court of competent jurisdiction determines it is determined that any such works are not works made for hire, Executive the Employee hereby assigns to the Company Employer and its affiliates all of Executive’s the Employee's right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such CreationsDiscoveries or work product. Executive The Employee covenants that he shall keep the Company Employer and its affiliates informed of the development of all Creations Discoveries or work product made, conceived or reduced to practice by the CompanyEmployer and its affiliates, in whole or in part, by Executive or any other alone or with others, which either result from any work Executive the Employee may do for, or at the request of, the CompanyEmployer and its affiliates, or are related to the Company’s Employer's and its affiliates present or contemplated activities, investigations, or obligations. Executive The Employee further agrees that (i) at the Company’s Employer's and its affiliates request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations Discoveries or work product to the Company Employer and (ii) he will its affiliates and to cooperate with the Company Employer and its affiliates or its nominee in perfecting the Company’s Employer's and its affiliates' title (or the title of the Company’s Employer's or its affiliates nominee) in any or all such materials. Employee grants the Employer and its affiliates a permanent, non-exclusive, paid-up and worldwide license for any and all of Employee's intellectual property rights in any Discoveries or work product that is delivered to the Employer and its affiliates by the Employee in connection with the performance of services for the Employer and its affiliates to use, have used, make, have made, sell and have sold such Discoveries and reproduce in quantities, prepares derivative works and publicly display and distribute such work product.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of the Executive’s “Creations” and work product made during the term of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible protectable under applicable patent, trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 95, the term “Creations” shall mean all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, any information relating to the Company’s software products, source code, know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, works-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment Periodterm of this Agreement) made or conceived or reduced to practice by the Company. The Executive agrees that all work or other material containing or reflecting any such Creations shall be deemed work made for hire as defined in Section 101 of the Copyright Act, 15 U.S.C. Section 101. If a court of competent jurisdiction determines that any such works are not works made for hire, the Executive hereby assigns to the Company all of the Executive’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Creations. The Executive covenants that he shall keep the Company informed of the development of all Creations made, conceived or reduced to practice by the Company, in whole or in part, by the Executive or any other alone or with others, which either result from any work the Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. The Executive further agrees that (i) at the Company’s request and expense, he will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations to the Company and (ii) he will cooperate with the Company or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materials.

Inventions and Other Intellectual Property. The Executive hereby agrees that all right, title and interest in and to all of the Executive’s “Creations” and work product made during the term of the Executive’s employment with the Company, whether pursuant to this Agreement or otherwise, shall belong solely to the Company, whether or not they are protected or protectible under applicable patent, trademark, service xxxx, copyright or trade secret laws. For purposes of this Section 9, the term “Creations” shall mean all inventions, designs, discoveries, books, newsletters, manuscripts, articles, research, compilations, improvements, and other works which are or may be copyrighted, trade-marked or patented or otherwise constitute works of intellectual property which may be protected (including, without limitation, any information relating to the Company’s software products, source code, know-how, processes, designs, algorithms, computer programs and routines, formulae, techniques, developments or experimental work, works-in-progress, or business trade secrets whether now existing, or hereafter developed during the Employment Periodterm of this Agreement) made or conceived or reduced to practice by the Company. The Executive agrees that all work or other material containing or reflecting any such Creations shall be deemed work made for hire as defined in Section 101 of the Copyright Act, 15 U.S.C. Section 101. If a court of competent jurisdiction determines that any such works are not works made for hire, the Executive hereby assigns to the Company all of the Executive’s right, title and interest, including all rights of copyright, patent, and other intellectual property rights, to or in such Creations. The Executive covenants that he she shall keep the Company informed of the development of all Creations made, conceived or reduced to practice by the Company, in whole or in part, by the Executive or any other alone or with others, which either result from any work the Executive may do for, or at the request of, the Company, or are related to the Company’s present or contemplated activities, investigations, or obligations. The Executive further agrees that (i) at the Company’s request and expense, he she will execute any assignments or any other documents or instruments necessary to transfer all rights any such Creations to the Company and (ii) he she will cooperate with the Company or its nominee in perfecting the Company’s title (or the title of the Company’s nominee) in any or all such materials.