Common use of Inventions, Discoveries and Improvements Clause in Contracts

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of Executive’s entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any (a) Executive will promptly disclose and describe to Company (i) all invention(sinventions, improvements, discoveries and technical developments, whether or not patentable, made or conceived by Executive, either alone or with others ("Inventions"), discovery(iesduring the term of Executive's employment with Company or other engagement with Company, provided that Company shall receive such information in confidence and (ii) all Inventions which are based in whole or in part upon Confidential Information or Trade Secrets and improvement(s)are made or conceived by Executive, either alone or with others, within one (1) year after Executive's leaving Company's employ. All such Inventions, whether protectible patentable or unprotectible by patent, trademark, copyright or trade secretunpatentable, made, devised, devised or discovered by Executive, whether by Executive alone himself or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement which relate or the actual date of termination of employment, relating or pertaining pertain in any way to Executive’s employment with the business of Company, shall be promptly disclosed in writing to used solely for the Board benefit of Directors of the Company, Company and become and remain the their sole and exclusive property of the Companyproperty. Executive agrees to execute any assignments an assignment to the Company, Company or its nominee, nominee of Executive’s 's entire right, title, title and interest in and to any such inventionsInventions made or conceived by Executive, discoveries and improvements either alone or with others, during the term of Executive's employment or within one (1) year after Executive's leaving Company's employ, and to execute any other instruments and documents requisite or desirable in that may be requested by Company for the purpose of applying for and obtaining patents, trademarks or copyrights at the cost of the Company, patents with respect thereto to such Inventions in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment employ of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or or defense of any suit(s) patent claims or any litigation or other proceedings involving claim(s) any such Inventions, but all of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all Executive's reasonable costs and expenses thereof in connection with such litigation or other proceedings shall be paid by Company. (b) If a patent application or copyright registration is filed by Executive or on Executive's behalf during Executive's employment or other engagement with Company, whether before or after execution of this Agreement, or within one (1) year after Executive's leaving Company's employ, describing an Invention within the scope of Executive's work for Company or which otherwise relates to a portion of Company's business of which Executive had knowledge during Executive's employment with Company, it is to be conclusively presumed that the Invention was conceived by Executive during the period of such employment. (c) There is no other contract or duty on Executive's part now in existence to assign Inventions other than to Company. The Executive will not disclose or induce Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, any confidential information or material that Executive is now or shall become aware of which belongs to file and prosecute United States and foreign patent application(s) thereon, or to follow any anyone other procedure which the Company may deem appropriatethan Company. In accordance with this provisionDuring Executive's employment by Company, Executive understands will not engage in any employment, consulting or other activity in any business competitive with Company's business as presently conducted or as conducted at any future time during Executive's employment. (d) Executive warrants and is hereby further notified represents that attached to this Agreement does as Exhibit A and incorporated in this Agreement by reference is a complete list of all inventions, whether owned by Executive or by others, conceived by Executive prior to Executive's employment by Company, that these are the only inventions which are not apply subject to an this Agreement, and that Executive has not conceived or reduced to practice any invention which the employee developed entirely not described on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.such Exhibit A.

Inventions, Discoveries and Improvements. 10.1. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of the Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any (i) Executive will promptly disclose and describe to Company all invention(s)inventions, discovery(ies) improvements, discoveries and improvement(s)technical developments, whether protectible or unprotectible by patentnot patentable, trademark, copyright made or trade secret, made, devised, or discovered conceived by Executive, whether by Executive either alone or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement or the actual date of termination of either (i) during Executive's employment, relating or pertaining (ii) if based in whole or in part upon Confidential Information of Company, within one (1) year after Executive's termination (both categories collectively referred to hereafter as "Inventions"). All such Inventions that relate in any way to Executive’s employment with Company's business ("Company Inventions") will be used solely for the Company, shall be promptly disclosed in writing to the Board benefit of Directors of the Company, Company and will become and remain the its sole and exclusive property of the Companyproperty. Executive agrees to execute any assignments an assignment to the Company, Company or its nominee, nominee of Executive’s 's entire right, title, title and interest in and to any such inventions, discoveries and improvements Company Inventions and to execute any other instruments and documents requisite or desirable in that may be requested by Company for the purpose of applying for and obtaining patents, trademarks or copyrights at the cost of the Company, patents with respect thereto to such Company Inventions in the United States and in all foreign countries, that may be requested by the Company. Executive further also agrees, whether or not then in the employment employ of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or or defense of any suit(s) patent claims or any litigation or other proceeding involving claim(s) any such Company Inventions, but all of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all Executive's reasonable costs and expenses thereof shall in connection with such proceedings will be paid by Company. (ii) If a patent application or copyright registration is filed by or on behalf of Executive within one (1) year after Executive's termination, that describes an Invention within the scope of Executive's work for Company or that otherwise relates to a portion of Company's business of which Executive had knowledge during Executive's employment, it is to be presumed that the Invention was conceived by Executive during such employment. (iii) Executive acknowledges that Executive is under no other contract or duty to assign inventions. The Executive will not disclose or induce Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use any confidential information or material that belongs to anyone other than Company. (iv) Executive warrants that attached hereto as Exhibit A and disclose the same without a prior patent application, to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that incorporated in this Agreement does by reference is a complete list of all Inventions and Protected Works, regardless of ownership, conceived by Executive prior to Executive's employment by Company, that these are the only inventions that are not apply subject to an this Agreement, and that Executive has not conceived or reduced to practice any invention which the employee developed entirely not described on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.Exhibit A.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible protectable or unprotectible unprotectable by patent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of the Executive’s entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. 10.1. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of Executive’s the Company's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any (a) Employee will promptly disclose and describe to Company (i) all invention(sinventions, improvements, discoveries and technical developments, whether or not patentable, made or conceived by Employee, either alone or with others ("Inventions"), discovery(iesduring the term of Employee's employment with Company or other engagement with Company, provided that Company shall receive such information in confidence and (ii) all Inventions which are based in whole or in part upon Confidential Information or Trade Secrets and improvement(s)are made or conceived by Employee, either alone or with others, within one (1) year after Employee's leaving Company's employ. All such Inventions, whether protectible patentable or unprotectible by patent, trademark, copyright or trade secretunpatentable, made, devised, devised or discovered by ExecutiveEmployee, whether by Executive alone himself or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement which relate or the actual date of termination of employment, relating or pertaining pertain in any way to Executive’s employment with the business of Company, shall be promptly disclosed in writing to used solely for the Board benefit of Directors of the Company, Company and become and remain the their sole and exclusive property of the Companyproperty. Executive Employee agrees to execute any assignments an assignment to the Company, Company or its nominee, nominee of Executive’s Employee's entire right, title, title and interest in and to any such inventionsInventions made or conceived by Employee, discoveries and improvements either alone or with others, during the term of Employee's employment or within one (1) year after Employee's leaving Company's employ, and to execute any other instruments and documents requisite or desirable in that may be requested by Company for the purpose of applying for and obtaining patents, trademarks or copyrights at the cost of the Company, patents with respect thereto to such Inventions in the United States and in all foreign countries, that may be requested by the Company. Executive Employee further agrees, whether or not then in the employment employ of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or or defense of any suit(s) patent claims or any litigation or other proceedings involving claim(s) any such Inventions, but all of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all Employee's reasonable costs and expenses thereof in connection with such litigation or other proceedings shall be paid by Company. (b) If a patent application or copyright registration is filed by Employee or on Employee's behalf during Employee's employment or other engagement with Company, whether before or after execution of this Agreement, or within one (1) year after Employee's leaving Company's employ, describing an Invention within the scope of Employee's work for Company or which otherwise relates to a portion of Company's business of which Employee had knowledge during Employee's employment with Company, it is to be conclusively presumed that the Invention was conceived by Employee during the period of such employment. (c) There is no other contract or duty on Employee's part now in existence to assign Inventions other than to Company. The Employee will not disclose or induce Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use any confidential information or material that Employee is now or shall become aware of which belongs to anyone other than Company. During Employee's employment by Company, Employee will not engage in any employment, consulting or other activity in any business competitive with Company's business as presently conducted or as conducted at any future time during Employee's employment. (d) Employee warrants and disclose the same without a prior patent application, represents that attached to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does as Exhibit A and incorporated in this Agreement by reference is a complete list of all inventions, whether owned by Employee or by others, conceived by Employee prior to Employee's employment by Company, that these are the only inventions which are not apply subject to an this Agreement, and that Employee has not conceived or reduced to practice any invention which the employee developed entirely not described on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.such Exhibit A.

Inventions, Discoveries and Improvements. 10.1. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Consulting Executive, whether by Consulting Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Consulting Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Consulting Executive agrees to execute any assignments to the Company, or its nominee, of the Consulting Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Consulting Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Consulting Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Consulting Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any (a) Executive will promptly disclose and describe to Company (i) all invention(sinventions, improvements, discoveries and technical developments, whether or not patentable, made or conceived by Executive, either alone or with others ("Inventions"), discovery(iesduring the term of Executive's employment with Company or other engagement with Company, provided that Company shall receive such information in confidence and (ii) all Inventions which are based in whole or in part upon Confidential Information or Trade Secrets and improvement(s)are made or conceived by Executive, either alone or with others, within one (1) year after Executive's leaving Company's employ. All such Inventions, whether protectible patentable or unprotectible by patent, trademark, copyright or trade secretunpatentable, made, devised, devised or discovered by Executive, whether by Executive alone himself or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement which relate or the actual date of termination of employment, relating or pertaining pertain in any way to Executive’s employment with the business of Company, shall be promptly disclosed in writing to used solely for the Board benefit of Directors of the Company, Company and become and remain the their sole and exclusive property of the Companyproperty. Executive agrees to execute any assignments an assignment to the Company, Company or its nominee, nominee of Executive’s 's entire right, title, title and interest in and to any such inventionsInventions made or conceived by Executive, discoveries and improvements either alone or with others, during the term of Executive's employment or within one (1) year after Executive's leaving Company's employ, and to execute any other instruments and documents requisite or desirable in that may be requested by Company for the purpose of applying for and obtaining patents, trademarks or copyrights at the cost of the Company, patents with respect thereto to such Inventions in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment employ of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or or defense of any suit(s) patent claims or any litigation or other proceedings involving claim(s) any such Inventions, but all of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all Executive's reasonable costs and expenses thereof in connection with such litigation or other proceedings shall be paid by Company. (b) If a patent application or copyright registration is filed by Executive or on Executive's behalf during Executive's employment or other engagement with Company, whether before or after execution of this Agreement, or within one (1) year after Executive's leaving Company's employ, describing an Invention within the scope of Executive's work for Company or which otherwise relates to a portion of Company's business of which Executive had knowledge during Executive's employment with Company, it is to be conclusively presumed that the Invention was conceived by Executive during the period of such employment. (c) There is no other contract or duty on Executive's part now in existence to assign Inventions other than to Company. The Executive will not disclose or induce Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, any confidential information or material that Executive is now or shall become aware of which belongs to file and prosecute United States and foreign patent application(s) thereon, or to follow any anyone other procedure which the Company may deem appropriatethan Company. In accordance with this provisionDuring Executive's employment by Company, Executive understands will not engage in any employment, consulting or other activity in any business competitive with Company's business as presently conducted or as conducted at any future time during Executive's employment. (d) Executive warrants and is hereby further notified represents that attached to this Agreement does as Exhibit A and incorporated in this Agreement by reference is a complete list of all inventions, whether owned Executive Employment Agreement by Executive or by others, conceived by Executive prior to Executive's employment by Company, that these are the only inventions which are not apply subject to an this Agreement, and that Executive has not conceived or reduced to practice any invention which the employee developed entirely not described on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.such Exhibit A.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Consulting Executive, whether by Consulting Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Consulting Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Consulting Executive agrees to execute any assignments to the Company, or its nominee, of the Consulting Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Consulting Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Consulting Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Consulting Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible protectable or unprotectible unprotectable by patent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of the Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. 9.1. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of the Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of the Executive’s entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of the Executive’s entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. 9.1. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Consulting Executive, whether by Consulting Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Consulting Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Consulting Executive agrees to execute any assignments to the Company, or its nominee, of the Consulting Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Consulting Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Consulting Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Consulting Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any (a) Executive will promptly disclose and describe to Company (i) all invention(sinventions, improvements, discoveries and technical developments, whether or not patentable, made or conceived by Executive, either alone or with others ("Inventions"), discovery(iesduring the term of Executive's employment with Company or other engagement with Company, provided that Company shall receive such information in confidence and (ii) all Inventions which are based in whole or in part upon Confidential Information or Trade Secrets and improvement(s)are made or conceived by Executive, either alone or with others, within one (1) year after Executive's leaving Company's employ. All such Inventions, whether protectible patentable or unprotectible by patent, trademark, copyright or trade secretunpatentable, made, devised, devised or discovered by Executive, whether by Executive alone herself or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement which relate or the actual date of termination of employment, relating or pertaining pertain in any way to Executive’s employment with the business of Company, shall be promptly disclosed in writing to used solely for the Board benefit of Directors of the Company, Company and become and remain the their sole and exclusive property of the Companyproperty. Executive agrees to execute any assignments an assignment to the Company, Company or its nominee, nominee of Executive’s 's entire right, title, title and interest in and to any such inventionsInventions made or conceived by Executive, discoveries and improvements either alone or with others, during the term of Executive's employment or within one (1) year after Executive's leaving Company's employ, and to execute any other instruments and documents requisite or desirable in that may be requested by Company for the purpose of applying for and obtaining patents, trademarks or copyrights at the cost of the Company, patents with respect thereto to such Inventions in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment employ of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or or defense of any suit(s) patent claims or any litigation or other proceedings involving claim(s) any such Inventions, but all of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all Executive's reasonable costs and expenses thereof in connection with such litigation or other proceedings shall be paid by Company. (b) If a patent application or copyright registration is filed by Executive or on Executive's behalf during Executive's employment or other engagement with Company, whether before or after execution of this Agreement, or within one (1) year after Executive's leaving Company's employ, describing an Invention within the scope of Executive's work for Company or which otherwise relates to a portion of Company's business, of which Executive had knowledge during Executive's employment with Company, it is to be conclusively presumed that the Invention was conceived by Executive during the period of such employment. (c) There is no other contract or duty on Executive's part now in existence to assign Inventions other than to Company. The Executive will not disclose or induce Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use any confidential information or material that Executive is now or shall become aware of which belongs to anyone other than Company. (d) Executive warrants and disclose the same without a prior patent application, represents that attached to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does as an Exhibit (Exhibit C) and incorporated in this Agreement by reference is a complete list of all inventions, whether owned by Executive or by others, conceived by Executive prior to Executive's employment by Company, that these are the only inventions which are not apply subject to an this Agreement, and that Executive has not conceived or reduced to practice any invention which the employee developed entirely not described on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.such Exhibit B.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible protectable or unprotectible unprotectable by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Executive, whether by Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive agrees to execute any assignments to the Company, or its nominee, of the Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patent, trademark, copyright or trade secret, made, devised, or discovered by ExecutiveEmployee, whether by Executive Employee alone or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date termination date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to ExecutiveEmployee’s employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Executive Employee agrees to execute any assignments to the Company, or its nominee, of ExecutiveEmployee’s entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Executive Employee further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from ExecutiveEmployee, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, to file and prosecute United States and foreign patent application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Executive Employee understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any and all invention(s), discovery(ies) and improvement(s), whether protectible or unprotectible by patentPatent, trademark, copyright or trade secret, made, devised, or discovered by Consulting Consulting Executive, whether by Consulting Consulting Executive alone or jointly with others, from the time of entering the Company’s 's employ until the earlier of the Termination Date of this Agreement or the actual date of termination of employment, relating or pertaining in any way to Consulting Consulting Executive’s 's employment with the Company, shall be promptly disclosed in writing to the Board of Directors of the Company, and become and remain the sole and exclusive property of the Company. Consulting Consulting Executive agrees to execute any assignments to the Company, or its nominee, of the Consulting Consulting Executive’s 's entire right, title, and interest in and to any such inventions, discoveries and improvements and to execute any other instruments and documents requisite or desirable in applying for and obtaining patentsPatents, trademarks or copyrights at the cost of the Company, with respect thereto in the United States and in all foreign countries, that may be requested by the Company. Consulting Consulting Executive further agrees, whether or not then in the employment of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or defense of any suit(s) involving claim(s) of infringement and/or misappropriation of proprietary rights relevant to patent(sPatent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the Company’s 's product(s); it being understood that all reasonable costs and expenses thereof shall be paid by the Company. The Company shall have the sole right to determine the treatment of disclosures received from Consulting Consulting Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent applicationPatent Application, to file and prosecute United States and foreign patent application(sPatent Application(s) thereon, or to follow any other procedure which the Company may deem appropriate. In accordance with this provision, Consulting Consulting Executive understands and is hereby further notified that this Agreement does not apply to an invention which the employee developed entirely on his own time without using the Company’s 's equipment, supplies, facilities, or trade secret information.

Inventions, Discoveries and Improvements. Any (a) Executive will promptly disclose and describe to Company (i) all invention(sinventions, improvements, discoveries and technical developments, whether or not patentable, made or conceived by Executive, either alone or with others (“Inventions”), discovery(iesduring the term of Executive’s employment with Company or other engagement with Company, provided that Company shall receive such information in confidence and (ii) all Inventions which are based in whole or in part upon Confidential Information or Trade Secrets and improvement(s)are made or conceived by Executive, either alone or with others, within one (1) year after Executive’s leaving Company’s employ. All such Inventions, whether protectible patentable or unprotectible by patent, trademark, copyright or trade secretunpatentable, made, devised, devised or discovered by Executive, whether by Executive alone himself or jointly with others, from the time of entering the Company’s employ until the earlier of the Termination Date of this Agreement which relate or the actual date of termination of employment, relating or pertaining pertain in any way to Executive’s employment with the business of Company, shall be promptly disclosed in writing to used solely for the Board benefit of Directors of the Company, Company and become and remain the their sole and exclusive property of the Companyproperty. Executive agrees to execute any assignments an assignment to the Company, Company or its nominee, nominee of Executive’s entire right, title, title and interest in and to any such inventionsInventions made or conceived by Executive, discoveries and improvements either alone or with others, during the term of Executive’s employment or within one (1) year after Executive’s leaving Company’s employ, and to execute any other instruments and documents requisite or desirable in that may be requested by Company for the purpose of applying for and obtaining patents, trademarks or copyrights at the cost of the Company, patents with respect thereto to such Inventions in the United States and in all foreign countries, that may be requested by the Company. Executive further agrees, whether or not then in the employment employ of the Company, to cooperate to the fullest extent and in the manner that may be reasonably requested by the Company in the prosecution and/or or defense of any suit(s) patent claims or any litigation or other proceedings involving claim(s) any such Inventions, but all of infringement and/or misappropriation of proprietary rights relevant to patent(s), trademark(s), copyright(s), trade secret(s), processes, and/or discoveries involving the CompanyExecutive’s product(s); it being understood that all reasonable costs and expenses thereof in connection with such litigation or other proceedings shall be paid by Company. (b) If a patent application or copyright registration is filed by Executive or on Executive’s behalf during Executive’s employment or other engagement with Company, whether before or after execution of this Agreement, or within one (1) year after Executive’s leaving Company’s employ, describing an Invention within the scope of Executive’s work for Company or which otherwise relates to a portion of Company’s business of which Executive had knowledge during Executive’s employment with Company, it is to be conclusively presumed that the Invention was conceived by Executive during the period of such employment. (c) There is no other contract or duty on Executive’s part now in existence to assign Inventions other than to Company. The Executive will not disclose or induce Company shall have the sole right to determine the treatment of disclosures received from Executive, including the right to keep the same as a trade secret, to use and disclose the same without a prior patent application, any confidential information or material that Executive is now or shall become aware of which belongs to file and prosecute United States and foreign patent application(s) thereon, or to follow any anyone other procedure which the Company may deem appropriatethan Company. In accordance with this provisionDuring Executive’s employment by Company, Executive understands will not engage in any employment, consulting or other activity in any business competitive with Company’s business as presently conducted or as conducted at any future time during Executive’s employment. (d) Executive warrants and is hereby further notified represents that attached to this Agreement does as Exhibit A and incorporated in this Agreement by reference is a complete list of all inventions, whether owned by Executive or by others, conceived by Executive prior to Executive’s employment by Company, that these are the only inventions which are not apply subject to an this Agreement, and that Executive has not conceived or reduced to practice any invention which the employee developed entirely not described on his own time without using the Company’s equipment, supplies, facilities, or trade secret information.such Exhibit A.