Common use of Inventions and Secrecy Clause in Contracts

Inventions and Secrecy. Except as otherwise provided in this Section 5.2, Executive (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, knowledge, or data of the Company and its affiliates obtained by Executive during his employment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment by the Company and following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (ii) shall promptly disclose to the Company all inventions, ideas, devices and processes made or conceived by him along or jointly with others, from the time of entering the Company’s employ and until such employment is terminated and for a one (1) year period following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company or its affiliates or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; (iii) shall at all times during his employment with the Company, assist the Company and its affiliates in every proper way (at the expense of the Company) to obtain and develop for the benefit of the Company inventions, ideas, devices and processes, whether or not patented; and (iv) shall perform all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices and processes referred to in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Company.

Inventions and Secrecy. Except as otherwise provided in this Section 5.26.2, Executive (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, knowledge, or data of the Company and its affiliates obtained by Executive during his employment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment by the Company and following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (ii) shall promptly disclose to the Company all inventions, ideas, devices and processes made or conceived by him along or jointly with others, from the time of entering the Company’s employ and until such employment is terminated and for a one (1) year period following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company or its affiliates or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; (iii) shall at all times during his employment with the Company, assist the Company and its affiliates in every proper way (at the expense of the Company) to obtain and develop for the benefit of the Company inventions, ideas, devices and processes, whether or not patented; and (iv) shall perform all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices and processes referred to in this Section 5.26.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Company.

Inventions and Secrecy. Except as otherwise provided in this Section 5.29, Executive the Key Employee: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and or confidential information, knowledge, or data of the Company and or its affiliates Business or production operations obtained by Executive the Key Employee during his his/her employment by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by Executivethe Key Employee) and shall not, during his his/her employment by the Company and following after the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person person, firm or entity corporation other than the Company or its affiliates persons, firms or persons or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, ideas, devices devices, and processes made or conceived by him along him/her alone or jointly with others, from the time of entering the Company’s 's employ and until such employment is terminated and for a one within the six (16) year month period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company Company's Business or its affiliates production operations or resulting from or suggested by any work which he he/she may have done for or at the request of the Company or at its affiliatesrequest; (iiic) shall shall, at all times during his his/her employment with the Company, assist the Company and its affiliates in every proper way (entirely at the expense of the Company's expense) to obtain and develop for the Company's benefit of the Company patents or copyrights on such inventions, ideas, devices and processesprocesses including without limitation software and software files and listings to be used with industrial automation and industrial robots, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, Company the entire interest in such inventions, ideas, devices devices, and processes referred to above. The foregoing to the contrary notwithstanding, the Key Employee shall not be required to assign or offer to assign to the Company any of the Key Employee's rights in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, any invention for which no equipment, plans (includingsupplies, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or thingsfacility, or any copiestrade secret information of the Company was used and which was developed entirely on the Key Employee's own time, reproductions unless (a) the invention related to (i) the Business of the Company or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to (ii) the Company's actual or demonstrably anticipated research or development, upon demand, and in or (b) the invention results from any event upon work performed by the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of Key Employee for the Company. AccordinglyThe Key Employee acknowledges his/her prior receipt of written notification of the limitation set forth in the preceding sentence on the Key Employee's obligation to assign or offer to assign to the Company the Key Employee's rights in inventions. In addition to and not in limitation of the above, the Key Employee further acknowledges that he/she has been hired for the purpose of assisting the Company in its development and maintenance of computer software, controls, and electronics hardware for use in robotics, manufacturing, entertainment, and automation industries and that all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws such software and hardware is owned and shall be exclusively owned by the Company.

Inventions and Secrecy. Except as otherwise provided in this Section 5.26.2, Executive Kawamura: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliatesSubsidiaries, all secret and or confidential information, knowledge, or data of the Company and Company, its affiliates Subsidiaries or their businesses or production operations obtained by Executive Kawamura during his employment by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by ExecutiveKawamura) and shall not, during his employment by the Company and following after the termination of such employment for any reason, communicate or divulge divulge, any such information, knowledge or data to any person person, firm, or entity corporation other than the Company or its affiliates Subsidiaries, or persons persons, firms or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, inventions ideas, devices devices, and processes made or conceived by him along alone or jointly with others, from the time of entering the Company’s 's employ and until such employment is terminated and for a within the one (1) year period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the businesses or production operations of the Company or its affiliates Subsidiaries or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; Subsidiaries, (iiic) shall shall, at all times during his employment with the Company, assist the Company and its affiliates Subsidiaries in every proper way (entirely at the expense of the Company) to obtain and develop for the benefit of the Company patents on such inventions, ideas, devices devices, and processes, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices devices, and processes referred to in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Companyabove.

Inventions and Secrecy. Except as otherwise provided in this Section 5.28, Executive the Executive: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and or confidential information, knowledge, or data of the Company and or its affiliates business operations obtained by the Executive during his Executive's employment by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by the Executive) and shall not, during his employment by the Company and following after the termination of such employment Employment for any reason, communicate or divulge any such information, knowledge or data to any person person, firm or entity corporation other than the Company or its affiliates persons, firms or persons or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, ideas, devices devices, and processes made or conceived by him along Executive alone or jointly with others, from the time of entering the Company’s employ and 's employment until such employment is terminated and for a one within the six (16) year month period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company Company's business or its affiliates production operations or resulting from or suggested by any work which he the Executive may have done for or at the request of the Company or at its affiliatesrequest; (iiic) shall shall, at all times during his employment Employment with the Company, assist the Company and its affiliates in every proper way (entirely at the expense of the Company's expense) to obtain and develop for the Company's benefit of the Company patents or copyrights on such inventions, ideas, devices and processesprocesses including without limitation software and software files and listings to be used with industrial automation and industrial robots, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, Company the entire interest in such inventions, ideas, devices devices, and processes referred to above. The foregoing to the contrary notwithstanding, the Executive shall not be required to assign or offer to assign to the Company any of the Executive's rights in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, any invention for which no equipment, plans (includingsupplies, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or thingsfacility, or any copiestrade secret information of the Company was used and which was developed entirely on the Executive's own time, reproductions unless (a) the invention related to (i) the business of the Company or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to (ii) the Company's actual or demonstrably anticipated research or development, upon demand, and in or (b) the invention results from any event upon work performed by the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of for the Company. Accordingly, all work products eligible for any form The Executive acknowledges Executive's prior receipt of copyright protection shall be deemed a “work made for hire” under written notification of the copyright laws and shall be owned by limitation set forth in the Companypreceding sentence on the Executive's obligation to assign or offer to assign to the Company the Executive's rights in inventions.

Inventions and Secrecy. Except as otherwise provided in this Section 5.29, Executive the Employee: (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, knowledge, or data of the Company and its affiliates obtained by Executive during his employment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment by the Company and following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (iia) shall promptly disclose to the Company all inventions, ideas, devices devices, and processes made or conceived by him along her alone or jointly with others, from the time of entering the Company’s 's employ and until such employment is terminated and for a one (1) year period following such terminationterminated, relevant or pertinent in any way, whether directly or indirectly, to the Company Company's business or its affiliates production operations or resulting from or suggested by any work which he may have done for or at the request of the Company or at its affiliatesrequest; (iiib) shall shall, at all times during his employment with the Company, assist the Company and its affiliates in every proper way (entirely at the expense of the Company's expense) to obtain and develop for the Company's benefit of the Company patents on such inventions, ideas, devices and processes, whether or not patented; and (ivc) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, Company the entire interest in such inventions, ideas, devices devices, and processes referred to above. The foregoing to the contrary notwithstanding, the Employee shall not be required to assign or offer to assign to the Company any of the Employee's rights in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, any invention for which no equipment, plans (includingsupplies, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or thingsfacility, or any copiestrade secret information of the Company was used and which was developed entirely on the Employee's own time, reproductions or summaries to be delivered to or used by any third party without unless; (a) the specific consent invention related to, (i) the business of Company. Executive agrees to deliver to the Company, upon demandor (ii) the Company's actual or demonstrably anticipated research or development, and in or (b) the invention results from any event upon work performed by the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of Employee for the Company. Accordingly, all work products eligible for any form The Employee acknowledges his prior receipt of copyright protection shall be deemed a “work made for hire” under written notification of the copyright laws and shall be owned by limitation set forth in the Companypreceding sentence on the Employee's obligation to assign or offer to assign to the Company the Employee's rights in inventions.

Inventions and Secrecy. Except as otherwise provided in this Section 5.29, Executive the Business Developer: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and or confidential information, knowledge, or data of the Company and or its affiliates business operations obtained by Executive the Business Developer during his employment engagement by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by Executivethe Business Developer) and shall not, during his employment engagement by the Company and following after the termination of such employment engagement for any reason, communicate or divulge any such information, knowledge or data to any person person, firm or entity corporation other than the Company or its affiliates persons, firms or persons or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, ideas, devices devices, and processes made or conceived by him along him/her alone or jointly with others, from the time of entering the Company’s employ and 's engagement until such employment engagement is terminated and for a one within the six (16) year month period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company Company's business or its affiliates production operations or resulting from or suggested by any work which he may have done for or at the request of the Company or at its affiliatesrequest; (iiic) shall shall, at all times during his employment engagement with the Company, assist the Company and its affiliates in every proper way (entirely at the expense of the Company's expense) to obtain and develop for the Company's benefit of the Company patents or copyrights on such inventions, ideas, devices and processesprocesses including without limitation software and software files and listings to be used with industrial automation, industrial robots and service (non industrial) robots, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, Company the entire interest in such inventions, ideas, devices devices, and processes referred to above. The foregoing to the contrary notwithstanding, the Business Developer shall not be required to assign or offer to assign to the Company any of the Business Developer's rights in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, any invention for which no equipment, plans (includingsupplies, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or thingsfacility, or any copiestrade secret information of the Company was used and which was developed entirely on the Business Developer's own time, reproductions unless (a) the invention related to (i) the business of the Company or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to (ii) the Company's actual or demonstrably anticipated research or development, upon demand, and in or (b) the invention results from any event upon work performed by the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of Business Developer for the Company. Accordingly, all work products eligible for any form The Business Developer acknowledges his prior receipt of copyright protection shall be deemed a “work made for hire” under written notification of the copyright laws and shall be owned by limitation set forth in the Companypreceding sentence on the Business Developer's obligation to assign or offer to assign to the Company the Business Developer's rights in inventions.

Inventions and Secrecy. Except as otherwise provided in this Section 5.29, Executive the Employee: (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, knowledge, or data of the Company and its affiliates obtained by Executive during his employment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment by the Company and following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (iia) shall promptly disclose to the Company all inventions, ideas, devices devices, and processes made or conceived by him along alone or jointly with others, from the time of entering the Company’s 's employ and until such employment is terminated and for a one (1) year period following such terminationterminated, relevant or pertinent in any way, whether directly or indirectly, to the Company Company's business or its affiliates production operations or resulting from or suggested by any work which he may have done for or at the request of the Company or at its affiliatesrequest; (iiib) shall shall, at all times during his employment with the Company, assist the Company and its affiliates in every proper way (entirely at the expense of the Company's expense) to obtain and develop for the Company's benefit of the Company patents on such inventions, ideas, devices and processes, whether or not patented; and (ivc) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, Company the entire interest in such inventions, ideas, devices devices, and processes referred to above. The foregoing to the contrary notwithstanding, the Employee shall not be required to assign or offer to assign to the Company any of the Employee's rights in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, any invention for which no equipment, plans (includingsupplies, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or thingsfacility, or any copiestrade secret information of the Company was used and which was developed entirely on the Employee's own time, reproductions or summaries to be delivered to or used by any third party without unless; (a) the specific consent invention related to, (i) the business of Company. Executive agrees to deliver to the Company, upon demandor (ii) the Company's actual or demonstrably anticipated research or development, and in or (b) the invention results from any event upon work performed by the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of Employee for the Company. Accordingly, all work products eligible for any form The Employee acknowledges his prior receipt of copyright protection shall be deemed a “work made for hire” under written notification of the copyright laws and shall be owned by limitation set forth in the Companypreceding sentence on the Employee's obligation to assign or offer to assign to the Company the Employee's rights in inventions.

Inventions and Secrecy. Except as otherwise provided in this Section 5.2, Executive (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, PearTrack Security Systems, Inc.Employment Agreement Kxxx X. XxxxxxxXxxx 4 of 9 knowledge, or data of the Company and its affiliates obtained by Executive during his employment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment by the Company and following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (ii) shall promptly disclose to the Company all inventions, ideas, devices and processes made or conceived by him along or jointly with others, from the time of entering the Company’s employ and until such employment is terminated and for a one (1) year period following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company or its affiliates or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; (iii) shall at all times during his employment with the Company, assist the Company and its affiliates in every proper way (at the expense of the Company) to obtain and develop for the benefit of the Company inventions, ideas, devices and processes, whether or not patented; and (iv) shall perform all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices and processes referred to in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Company.

Inventions and Secrecy. Except as otherwise provided in this Section 5.2, Executive (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, knowledge, or data of the Company and its affiliates obtained by Executive during his employment Assignment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment Assignment by the Company and following the termination of such employment Assignment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (ii) shall promptly disclose to the Company all inventions, ideas, devices and processes made or conceived by him along or jointly with others, from the time of entering the Company’s employ and until such employment Assignment is terminated and for a one (1) year period following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company or its affiliates or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; (iii) shall at all times during his employment Assignment with the Company, assist the Company and its affiliates in every proper way (at the expense of the Company) to obtain and develop for the benefit of the Company inventions, ideas, devices and processes, whether or not patented; and (iv) shall perform all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices and processes referred to in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Company.

Inventions and Secrecy. Except as otherwise provided in this Section 5.2, Executive (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, knowledge, or data of the Company and its affiliates obtained by Executive during his employment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment by the Company and for one year following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (ii) shall promptly disclose to the Company all inventions, ideas, devices and processes made or conceived by him along or jointly with others, from the time of entering the Company’s employ and until such employment is terminated and for a one (1) year period following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company or its affiliates or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; (iii) shall at all times during his employment with the Company, assist the Company and its affiliates in every proper way (at the expense of the Company) to obtain and develop for the benefit of the Company inventions, ideas, devices and processes, whether or not patented; and (iv) shall perform all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices and processes referred to in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Company.. {00188173. } M. XXXXXXX Page 5 of 11 EMPLOYMENT AGREEMENT

Inventions and Secrecy. Except as otherwise provided in this Section 5.28, Executive the Key Employee: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and or confidential information, knowledge, or data of the Company and or its affiliates business or production operations obtained by Executive the Key Employee during his his/her employment by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by Executivethe Key Employee) and shall not, during his his/her employment by the Company and following after the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person person, firm or entity corporation other than the Company or its affiliates persons, firms or persons or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, ideas, devices devices, and processes made or conceived by him along him/her alone or jointly with others, from the time of entering the Company’s 's employ and until such employment is terminated and for a one with the six (16 ) year month period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company Company's business or its affiliates production operations or resulting from or suggested by any work which he he/she may have done for or at the request of the Company or at its affiliatesrequest; (iiic) shall shall, at all times during his his/her employment with the Company, assist the Company and its affiliates in every proper way (entirely at the expense of the Company's expense) to obtain and develop for the Company's benefit of the Company patents or copyrights on such inventions, ideas, devices and processesprocesses including without limitation software and software files and listings to be used with industrial automation and industrial robots, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, Company the entire interest in such inventions, ideas, devices devices, and processes referred to above. The foregoing to the contrary notwithstanding, the Key Employee shall not be required to assign or offer to assign to the Company any of the Key Employee's rights in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, any invention for which no equipment, plans (includingsupplies, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or thingsfacility, or any copiestrade secret information of the Company was used and which was developed entirely on the Key Employee's own time, reproductions unless (a) the invention related to (i) the business of the Company or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to (ii) the Company's actual or demonstrably anticipated research or development, upon demand, and in or (b) the invention results from any event upon work performed by the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of Key Employee for the Company. Accordingly, all work products eligible for any form The Key Employee acknowledges his/her prior receipt of copyright protection shall be deemed a “work made for hire” under written notification of the copyright laws and shall be owned by limitation set forth in the Companypreceding sentence on the Key Employee's obligation to assign or offer to assign to the Company the Key Employee's rights in inventions.

Inventions and Secrecy. Except as otherwise provided in this Section 5.29, Executive the Consultant: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and or confidential information, knowledge, or data of the Company and or its affiliates business operations obtained by Executive the Consultant during his employment Consultant's engagement by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by Executivethe Consultant) and shall not, during his employment engagement by the Company and following after the termination of such employment engagement for any reason, communicate or divulge any such information, knowledge or data to any person person, firm or entity corporation other than the Company or its affiliates persons, firms or persons or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, ideas, devices devices, and processes made or conceived by him along Consultant alone or jointly with others, from the time of entering the Company’s employ and 's engagement until such employment engagement is terminated and for a one within the six (16) year month period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company Company's business or its affiliates production operations or resulting from or suggested by any work which he the Consultant may have done for or at the request of the Company or at its affiliatesrequest; (iiic) shall shall, at all times during his employment engagement with the Company, assist the Company and its affiliates in every proper way (entirely at the expense of the Company's expense) to obtain and develop for the Company's benefit of the Company patents or copyrights on such inventions, ideas, devices and processesprocesses including without limitation software and software files and listings to be used with industrial automation and industrial robots, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, Company the entire interest in such inventions, ideas, devices devices, and processes referred to above. The foregoing to the contrary notwithstanding, the Consultant shall not be required to assign or offer to assign to the Company any of the Consultant's rights in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, any invention for which no equipment, plans (includingsupplies, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or thingsfacility, or any copiestrade secret information of the Company was used and which was developed entirely on the Consultant's own time, reproductions unless (a) the invention related to (i) the business of the Company or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to (ii) the Company's actual or demonstrably anticipated research or development, upon demand, and in or (b) the invention results from any event upon work performed by the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of Consultant for the Company. Accordingly, all work products eligible for any form The Consultant acknowledges Consultant's prior receipt of copyright protection shall be deemed a “work made for hire” under written notification of the copyright laws and shall be owned by limitation set forth in the Companypreceding sentence on the Consultant's obligation to assign or offer to assign to the Company the Consultant's rights in inventions.

Inventions and Secrecy. Except as otherwise provided in this Section 5.26.2, Executive Xxxxxx: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliatesSubsidiaries, all secret and or confidential information, knowledge, or data of the Company and Company, its affiliates Subsidiaries or their businesses or production operations obtained by Executive Xxxxxx during his employment by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by ExecutiveXxxxxx) and shall not, during his employment by the Company and following after the termination of such employment for any reason, communicate or divulge divulge, any such information, knowledge or data to any person person, firm, or entity corporation other than the Company or its affiliates Subsidiaries, or persons persons, firms or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, inventions ideas, devices devices, and processes made or conceived by him along alone or jointly with others, from the time of entering the Company’s 's employ and until such employment is terminated and for a within the one (1) year period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the businesses or production operations of the Company or its affiliates Subsidiaries or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; Subsidiaries, (iiic) shall shall, at all times during his employment with the Company, assist the Company and its affiliates Subsidiaries in every proper way (entirely at the expense of the Company) to obtain and develop for the benefit of the Company patents on such inventions, ideas, devices devices, and processes, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices devices, and processes referred to in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Companyabove.

Inventions and Secrecy. Except as otherwise provided in this Section 5.2, Executive (i) shall hold in a fiduciary capacity for the benefit of the Company and its affiliates, all secret and confidential information, knowledge, or data of the Company and its affiliates obtained by Executive during his employment by the Company, which is not generally know to the public or recognized as standard practice (whether or not developed by Executive) and shall not, during his employment by the Company and for one year following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than the Company or its affiliates or persons or entities designated by the Company; (ii) shall promptly disclose to the Company all inventions, ideas, devices and processes made or conceived by him along or jointly with others, from the time of entering the Company’s employ and until such employment is terminated and for a one (1) year period following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company or its affiliates or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; (iii) shall at all times during his employment with the Company, assist the Company and its affiliates in every proper way (at the expense of the Company) to obtain and develop for the benefit of the Company inventions, ideas, devices and processes, whether or not patented; and (iv) shall perform all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices and processes referred to in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the Company.. X. XXXXXXX Page 5 of 10 EMPLOYMENT AGREEMENT

Inventions and Secrecy. Except as otherwise provided in this Section 5.26.2, Executive Marino: (ia) shall hold in a fiduciary capacity for the benefit of the Company and its affiliatesSubsidiaries, all secret and or confidential information, knowledge, or data of the Company and Company, its affiliates Subsidiaries or their businesses or production operations obtained by Executive Marino during his employment by the Company, which is shall not be generally know known to the public or recognized as standard practice (whether or not developed by ExecutiveMarino) and shall not, during his employment by the Company and following after the termination of such employment for any reason, communicate or divulge divulge, any such information, knowledge or data to any person person, firm, or entity corporation other than the Company or its affiliates Subsidiaries, or persons persons, firms or entities corporations designated by the Company; (iib) shall promptly disclose to the Company all inventions, inventions ideas, devices devices, and processes made or conceived by him along alone or jointly with others, from the time of entering the Company’s 's employ and until such employment is terminated and for a within the one (1) year period immediately following such termination, relevant or pertinent in any way, whether directly or indirectly, to the businesses or production operations of the Company or its affiliates Subsidiaries or resulting from or suggested by any work which he may have done for or at the request of the Company or its affiliates; Subsidiaries, (iiic) shall shall, at all times during his employment with the Company, assist the Company and its affiliates Subsidiaries in every proper way (entirely at the expense of the Company) to obtain and develop for the benefit of the Company patents on such inventions, ideas, devices devices, and processes, whether or not patented; and (ivd) shall perform do all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company to vest in the Company, the entire interest in such inventions, ideas, devices devices, and processes referred to above. The covenants contained in this Section 5.2. Executive and Company each agree that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software section 6.2 are not applicable to Marino's involvement with Globel Energy Ventures or hardware, and similar materials that are made by Executive or come into his or its possession by reason of and during the term of Executive’s engagement with Company are the property of Company and will not be used by his in any way adverse to Company’s interests. Executive also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Company. Executive agrees to deliver to the Company, upon demand, and in any event upon the termination of Executive’s engagement, all of such documents and things which are in Executive’s possession or under his or its control. Executive expressly agrees that all of his work product shall be and remain the sole and exclusive property of the Company. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the CompanyReverberi Corporation.

Inventions and Secrecy. Except as otherwise provided in this Section 5.2, Executive Xxxxxxx (i) shall hold in a fiduciary capacity for the benefit of RoxSan and the Company and its affiliates, all secret and confidential information, knowledge, or data of RoxSan and the Company and its affiliates obtained by Executive Xxxxxxx during his her employment by the CompanyRoxSan, which is not generally know known to the public or recognized as standard practice (whether or not developed by ExecutiveXxxxxxx) and shall not, during his her employment by the Company RoxSan and for one year following the termination of such employment for any reason, communicate or divulge any such information, knowledge or data to any person or entity other than RoxSan or the Company or its affiliates or persons or entities designated by the Company; (ii) shall promptly disclose to the Company RoxSan all inventions, ideas, devices and processes made or conceived by him her along or jointly with others, from the time of entering the CompanyRoxSan’s employ and until such employment is terminated and for a one (1) year period following such termination, relevant or pertinent in any way, whether directly or indirectly, to the Company or its affiliates RoxSan or resulting from or suggested by any work which he she may have done for or at the request of the Company or its affiliates; (iii) shall at all times during his her employment with the CompanyRoxSan, assist the Company and its affiliates RoxSan in every proper way (at the expense of the CompanyRoxSan) to obtain and develop for the benefit of the Company RoxSan’s inventions, ideas, devices and processes, whether or not patented; and (iv) shall perform all such acts and execute, acknowledge and deliver all such instruments as may be necessary or desirable in the opinion of the Company Board of Directors of RoxSan to vest in the CompanyRoxSan, the entire interest in such inventions, ideas, devices and processes referred to in this Section 5.2. Executive Xxxxxxx, XxxXxx and Company each agree agrees that all documents, reports, files, analyses, drawings, designs, tools, equipment, plans (including, without limitation, marketing and sales plans), proposals, customer lists, computer software or hardware, and similar materials that are made by Executive Xxxxxxx or come into his her or its possession by reason of and during the term of Executive’s Xxxxxxx’x engagement with Company RoxSan are the property of Company RoxSan and will not be used by his her in any way adverse to CompanyRoxSan’s interests. Executive Xxxxxxx also agrees not to allow any such documents or things, or any copies, reproductions or summaries to be delivered to or used by any third party without the specific consent of Companythe Board of Directors of RoxSan. Executive Xxxxxxx agrees to deliver to the CompanyRoxSan, upon demand, and in any event upon the termination of Executive’s engagementXxxxxxx’x employment, all of such documents and things which are in Executive’s Xxxxxxx’x possession or under his or its her control. Executive Xxxxxxx expressly agrees that all of his her work product shall be and remain the sole and exclusive property of the CompanyRoxSan. Accordingly, all work products eligible for any form of copyright protection shall be deemed a “work made for hire” under the copyright laws and shall be owned by the CompanyRoxSan.