Common use of Inventions, etc Clause in Contracts

Inventions, etc. The Executive hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire right, title and interest of the Executive in and to all inventions, ideas, disclosures and improvements, whether patented or unpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of his employment for the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business of the Company or any of its subsidiaries or affiliates and disclosed by the Executive within one year following the termination of his employment with the Company shall be deemed to fall within the provisions of this paragraph unless proved to have been first conceived and made following such termination. The foregoing requirements of this Section 7(d) shall not apply to any invention for which no equipment, supplies, facility or trade secret information of the Company was used and which was developed entirely on the Executive’s own time, and (i) which does not relate directly to the Company’s, or any of its subsidiaries’ or affiliates’, business or to the Company’s, or any of its subsidiaries’ or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work the Executive performed for the Company or any of its subsidiaries or affiliates.

Inventions, etc. The Executive hereby sellsDuring the Term and for a period of one year thereafter, transfers and assigns the Employee will promptly disclose to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire rightdesigns, title and interest of the Executive in and to all processes, inventions, ideas, disclosures and improvements, whether patented or unpatenteddevelopments, discoveries, processes, techniques, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of his employment for the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating information related to the business of the Company conceived, developed, acquired, or any reduced to practice by him alone or with others during the Term of its subsidiaries this Agreement, whether or affiliates not conceived during regular working hours, through the use of Company time, material or facilities or otherwise (“Inventions”). The Employee agrees that all copyrights created in conjunction with his service to the Company and disclosed by other Inventions, are “works made for hire” (as that term is defined under the Executive within one year following Copyright Act of 1976, as amended). All such copyrights, trademarks, and other Inventions shall be the termination sole and exclusive property of his employment with the Company, and the Company shall be deemed the sole owner of all patents, copyrights, trademarks, trade secrets, and other rights and protection in connection therewith. To the extent any such copyright and other Inventions may not be works for hire, the Employee hereby assigns to fall within the provisions of this paragraph unless proved Company any and all rights he now has or may hereafter acquire in such copyrights and any other Inventions. Upon request the Employee shall deliver to have been first conceived the Company all drawings, models and made following other data and records relating to such terminationcopyrights, trademarks and Inventions. The foregoing requirements of this Section 7(dEmployee further agrees as to all such Inventions, to assist the Company in every proper way (but at the Company’s expense) to obtain, register, and from time to time enforce patents, copyrights, trademarks, trade secrets, and other rights and protection relating to said Inventions in any and all countries, and to that end the Employee shall not apply execute all documents for use in applying for and obtaining such patents, copyrights, trademarks, trade secrets and other rights and protection on and enforcing such Inventions, as the Company may reasonably request, together with any assignments thereof to any invention for which no equipment, supplies, facility the Company or trade secret information persons designated by it. Such obligation to assist the Company shall continue beyond the termination of the Company was used and which was developed entirely on the ExecutiveEmployee’s own time, and (i) which does not relate directly service to the Company’s, but the Company shall compensate the Employee at a reasonable rate after termination of service for time actually spent by the Employee at the Company’s request for such assistance. In the event the Company is unable, after reasonable effort, to secure the Employee’s signature on any document or documents needed to apply for or prosecute any patent, copyright, trademark, trade secret, or other right or protection relating to an Invention, whether because of the Employee’s physical or mental incapacity or for any other reason whatsoever, the Employee hereby irrevocably designates and appoints the Company and its duly authorized officers and agents, during the Term of its subsidiaries’ this Agreement and for a period of two years after termination of this Agreement, as his agent coupled with an interest and attorney-in-fact, to act for and in his behalf and stead to execute and file any such application or affiliates’applications and to do all other lawfully permitted acts to further the prosecution and issuance of patents, business or to the Company’scopyrights, trademarks, trade secrets, or any of its subsidiaries’ similar rights or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work protection thereon with the Executive performed for same legal force and effect as if executed by the Company or any of its subsidiaries or affiliatesEmployee.

Inventions, etc. The Executive hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all (a) It shall be part of the entire right, title normal duties of Employee at all times to consider in what manner and interest of by what new methods or devices the Executive in and to all inventions, ideas, disclosures and improvements, whether patented or unpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes services, processes, equipment or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations systems of the Company or any of its subsidiaries affiliates with which he is concerned or affiliates or for which arise from he is responsible might be improved, and promptly to give to the efforts President of the Executive during Company or Board of Directors full details of any invention or improvement which he may from time to time make or discover in the course of his employment for duties, and to further the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business interests of the Company with regard thereto. Subject only to any contrary provisions of the laws of the United States or any the Commonwealth of its subsidiaries Massachusetts, all such materials, inventions, improvements, methods, products, services, equipment or affiliates and disclosed by the Executive within one year following the termination of his employment with the Company systems shall be deemed to fall within be “works made for hire”, and to the extent such items are not works made for hire, the Employee hereby irrevocably grants and assigns such materials, inventions, improvements, methods, products, services, equipment or systems to the Company which shall be entitled, free of charge, to the sole ownership of any such invention or improvement. (b) Employee shall, if and when required so to do by the Company, at the expense of the Company, apply or join with the Company in applying for patents or other protection in any part of the world for any such discovery, invention or process as aforesaid and shall at the expense of the Company, execute and do or cause to be done all instruments and things reasonably necessary for vesting the said patent or other protection when obtained and all right, title and interest to and in the same in the Company or in such other person as the Company may designate. (c) For the purpose of this clause Employee hereby irrevocably authorizes the company as his attorney in his name to execute any documents or take any actions which are required in, order to give effect to the provisions of this paragraph unless proved Section and the Company is hereby empowered to have been first conceived appoint and made following such termination. The foregoing requirements of this Section 7(d) shall not apply to remove at its pleasure any invention person as agent and substitute for which no equipment, supplies, facility or trade secret information and on behalf of the Company was used and which was developed entirely on the Executive’s own time, and (i) which does not relate directly to the Company’s, in respect of all or any of its subsidiaries’ or affiliates’, business or to the Company’s, or any of its subsidiaries’ or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work the Executive performed for the Company or any of its subsidiaries or affiliatesmatters aforesaid.

Inventions, etc. The Executive hereby sellsDuring the Term and for a period of one year thereafter, transfers and assigns the Employee will promptly disclose to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire rightdesigns, title and interest of the Executive in and to all processes, inventions, ideas, disclosures and improvements, whether patented or unpatenteddevelopments, discoveries, processes, techniques, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of his employment for the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating information related to the business of the Company conceived, developed, acquired, or any reduced to practice by him alone or with others during the Term of its subsidiaries this Agreement, whether or affiliates not conceived during regular working hours, through the use of Company time, material or facilities or otherwise (“Inventions”). The Employee agrees that all copyrights created in conjunction with his service to the Company and disclosed by other Inventions, are “works made for hire” (as that term is defined under the Executive within one year following Copyright Act of 1976, as amended). All such copyrights, trademarks, and other Inventions shall be the termination sole and exclusive property of his employment with the Company, and the Company shall be deemed the sole owner of all patents, copyrights, trademarks, trade secrets, and other rights and protection in connection therewith. To the extent any such copyright and other Inventions may not be works for hire, the Employee hereby assigns to fall within the provisions of this paragraph unless proved Corporation any and all rights he or she now has or may hereafter acquire in such copyrights and any other Inventions. Upon request the Employee shall deliver to have been first conceived the Company all drawings, models and made following other data and records relating to such terminationcopyrights, trademarks and Inventions. The foregoing requirements of this Section 7(dEmployee further agrees as to all such Inventions, to assist the Company in every proper way (but at the Company’s expense) to obtain, register, and from time to time enforce patents, copyrights, trademarks, trade secrets, and other rights and protection relating to said Inventions in and all countries, and to that end the Employee shall not apply execute all documents for use in applying for and obtaining such patents, copyrights, trademarks, trade secrets and other rights and protection on and enforcing such Inventions, as the Company may desire, together with any assignments thereof to any invention for which no equipment, supplies, facility the Company or trade secret information persons designated by it. Such obligation to assist the Company shall continue beyond the termination of the Company was used and which was developed entirely on the ExecutiveEmployee’s own time, and (i) which does not relate directly service to the Company’s, but the Company shall compensate the Employee at a reasonable rate after termination of service for time actually spent by the Employee at the Company’s request for such assistance. In the event the Company is unable, after reasonable effort, to secure the Employee’s signature on any document or documents needed to apply for or prosecute any patent, copyright, trademark, trade secret, or other right or protection relating to an Invention, whether because of the Employee’s physical or mental incapacity or for any other reason whatsoever, the Employee hereby irrevocably designates and appoints the Company and its duly authorized officers and agents as his agent coupled with an interest and attorney-in-fact, to act for and in his behalf and stead to execute and file any such application or applications and to do all other lawfully permitted acts to further the prosecution and issuance of its subsidiaries’ or affiliates’patents, business or to the Company’scopyrights, trademarks, trade secrets, or any of its subsidiaries’ similar rights or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work protection thereon with the Executive performed for same legal force and effect as if executed by the Company or any of its subsidiaries or affiliatesEmployee.

Inventions, etc. The Executive hereby sellsDuring the Term and for a period of one year thereafter, transfers and assigns the Employee will promptly disclose to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire rightdesigns, title and interest of the Executive in and to all processes, inventions, ideas, disclosures and improvements, whether patented or unpatenteddevelopments, discoveries, processes, techniques, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of his employment for the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating information related to the business of the Company conceived, developed, acquired, or any reduced to practice by him alone or with others during the Term of its subsidiaries this Agreement, whether or affiliates not conceived during regular working hours, through the use of Company time, material or facilities or otherwise (“Inventions”). The Employee agrees that all copyrights created in conjunction with his service to the Company and disclosed by other Inventions, are “works made for hire” (as that term is defined under the Executive within one year following Copyright Act of 1976, as amended). All such copyrights, trademarks, and other Inventions shall be the termination sole and exclusive property of his employment with the Company, and the Company shall be deemed the sole owner of all patents, copyrights, trademarks, trade secrets, and other rights and protection in connection therewith. To the extent any such copyright and other Inventions may not be works for hire, the Employee hereby assigns to fall within the provisions of this paragraph unless proved Company any and all rights he now has or may hereafter acquire in such copyrights and any other Inventions. Upon request the Employee shall deliver to have been first conceived the Company all drawings, models and made following other data and records relating to such terminationcopyrights, trademarks and Inventions. The foregoing requirements of this Section 7(dEmployee further agrees as to all such Inventions, to assist the Company in every proper way (but at the Company’s expense) to obtain, register, and from time to time enforce patents, copyrights, trademarks, trade secrets, and other rights and protection relating to said Inventions in any and all countries, and to that end the Employee shall not apply execute all documents for use in applying for and obtaining such patents, copyrights, trademarks, trade secrets and other rights and protection on and enforcing such Inventions, as the Company may reasonably request, together with any assignments thereof to any invention for which no equipment, supplies, facility the Company or trade secret information persons designated by it. Such obligation to assist the Company shall continue beyond the termination of the Company was used and which was developed entirely on the ExecutiveEmployee’s own time, and (i) which does not relate directly service to the Company’s, but the Company shall compensate the Employee at a reasonable rate after termination of service for time actually spent by the Employee at the Company’s request for such assistance. In the event the Company is unable, after reasonable effort, to secure the Employee’s signature on any document or documents needed to apply for or prosecute any patent, copyright, trademark, trade secret, or other right or protection relating to an Invention, whether because of the Employee’s physical or mental incapacity or for any other reason whatsoever, the Employee hereby irrevocably designates and appoints the Company and its duly authorized officers and agents as his agent coupled with an interest and attorney-in-fact, to act for and in his behalf and stead to execute and file any such application or applications and to do all other lawfully permitted acts to further the prosecution and issuance of its subsidiaries’ or affiliates’patents, business or to the Company’scopyrights, trademarks, trade secrets, or any of its subsidiaries’ similar rights or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work protection thereon with the Executive performed for same legal force and effect as if executed by the Company or any of its subsidiaries or affiliatesEmployee.

Inventions, etc. The Executive hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all (a) It shall be part of the entire right, title normal duties of Employee at all times to consider in what manner and interest of by what new methods or devices the Executive in and to all inventions, ideas, disclosures and improvements, whether patented or unpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes services, processes, equipment or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations systems of the Company or any of its subsidiaries affiliates with which he is concerned or affiliates or for which arise from he is responsible might be improved, and promptly to give to the efforts President of the Executive during Company or Board of Directors full details of any invention or improvement which he may from time to time make or discover in the course of his employment for duties, and to further the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business interests of the Company with regard thereto. Subject only to any contrary provisions of the laws of the United States or any the Commonwealth of its subsidiaries Massachusetts, all such materials, inventions, improvements, methods, products, services, equipment or affiliates and disclosed by the Executive within one year following the termination of his employment with the Company systems shall be deemed to fall within be “works made for hire”, and to the extent such items are not works made for hire, Employee hereby irrevocably grants and assigns such materials, inventions, improvements, methods, products, services, equipment or systems to the Company which shall be entitled, free of charge, to the sole ownership of any such invention or improvement. (b) Employee shall, if and when required so to do by the Company, at the expense of the Company, apply or join with the Company in applying for patents or other protection in any part of the world for any such discovery, invention or process as aforesaid and shall at the expense of the Company, execute and do or cause to be done all instruments and things reasonably necessary for vesting the said patent or other protection when obtained and all right, title and interest to and in the same in the Company or in such other person as the Company may designate. (c) For the purpose of this clause Employee hereby irrevocably authorizes the company as his attorney in his name to execute any documents or take any actions which are required in, order to give effect to the provisions of this paragraph unless proved Section and the Company is hereby empowered to have been first conceived appoint and made following such termination. The foregoing requirements of this Section 7(d) shall not apply to remove at its pleasure any invention person as agent and substitute for which no equipment, supplies, facility or trade secret information and on behalf of the Company was used and which was developed entirely on the Executive’s own time, and (i) which does not relate directly to the Company’s, in respect of all or any of its subsidiaries’ or affiliates’, business or to the Company’s, or any of its subsidiaries’ or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work the Executive performed for the Company or any of its subsidiaries or affiliatesmatters aforesaid.

Inventions, etc. The Executive hereby sellsDuring the Term and for a period of one year thereafter, transfers and assigns the Employee will promptly disclose to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire rightdesigns, title and interest of the Executive in and to all processes, inventions, ideas, disclosures and improvements, whether patented or unpatenteddevelopments, discoveries, processes, techniques, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of his employment for the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating information related to the business of the Company conceived, developed, acquired, or any of its subsidiaries or affiliates and disclosed reduced to practice by the Executive within one year following Employee alone or with others during the termination Term of his employment this Agreement, whether or not conceived during regular working hours, through the use of Company time, material or facilities or otherwise (“Inventions”). The Employee agrees that all copyrights created in conjunction with the Employee's service to the Company and other Inventions, are “works made for hire” (as that term is defined under the Copyright Act of 1976, as amended). All such copyrights, trademarks, and other Inventions shall be the sole and exclusive property of the Company, and the Company shall be deemed the sole owner of all patents, copyrights, trademarks, trade secrets, and other rights and protection in connection therewith. To the extent any such copyright and other Inventions may not be works for hire, the Employee hereby assigns to fall within the provisions of this paragraph unless proved Corporation any and all rights the Employee now has or may hereafter acquire in such copyrights and any other Inventions. Upon request the Employee shall deliver to have been first conceived the Company all drawings, models and made following other data and records relating to such terminationcopyrights, trademarks and Inventions. The foregoing requirements of this Section 7(dEmployee further agrees, as to all such Inventions, to assist the Company in every proper way (but at the Company’s expense) to obtain, register, and from time to time enforce patents, copyrights, trademarks, trade secrets, and other rights and protection relating to said Inventions in and all countries, and to that end the Employee shall not apply execute all documents for use in applying for and obtaining such patents, copyrights, trademarks, trade secrets and other rights and protection on and enforcing such Inventions, as the Company may desire, together with any assignments thereof to any invention for which no equipment, supplies, facility the Company or trade secret information persons designated by it. Such obligation to assist the Company shall continue beyond the termination of the Company was used and which was developed entirely on the ExecutiveEmployee’s own time, and (i) which does not relate directly service to the Company’s, but the Company shall compensate the Employee at a reasonable rate after termination of service for time actually spent by the Employee at the Company’s request for such assistance. In the event the Company is unable, after reasonable effort, to secure the Employee’s signature on any document or documents needed to apply for or prosecute any patent, copyright, trademark, trade secret, or other right or protection relating to an Invention, whether because of the Employee’s physical or mental incapacity or for any other reason whatsoever, the Employee hereby irrevocably designates and appoints the Company and the its duly authorized officers and agents as the Employee's agent coupled with an interest and attorney-in-fact, to act for and in the Employee's behalf and stead to execute and file any such application or applications and to do all other lawfully permitted acts to further the prosecution and issuance of its subsidiaries’ or affiliates’patents, business or to the Company’scopyrights, trademarks, trade secrets, or any of its subsidiaries’ similar rights or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work protection thereon with the Executive performed for same legal force and effect as if executed by the Company or any of its subsidiaries or affiliatesEmployee.

Inventions, etc. The Executive hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire right, title and interest of the Executive in and to all inventions, ideas, disclosures and improvements, whether patented or unpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliatesCompany, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of his employment for the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business of the Company or any of its subsidiaries or affiliates and disclosed by the Executive within one year following the termination of his employment with the Company shall be deemed to fall within the provisions of this paragraph unless proved to have been first conceived and made following such termination. The foregoing requirements of this Section 7(d) shall not apply to any invention for which no equipment, supplies, facility or trade secret information of the Company was used and which was developed entirely on the Executive’s 's own time, and (i) which does not relate directly to the Company’s, or any of its subsidiaries’ or affiliates’, 's business or to the Company’s, or any of its subsidiaries’ or affiliates’, 's actual or demonstrably anticipated research or development, or (ii) which does not result from any work the Executive performed for the Company or any of its subsidiaries or affiliatesCompany.

Inventions, etc. The Executive hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all (a) It shall be part of the entire right, title normal duties of Employee at all times to consider in what manner and interest of by what new methods or devices the Executive in and to all inventions, ideas, disclosures and improvements, whether patented or unpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes services, processes, equipment or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations systems of the Company or any of its subsidiaries affiliates with which he is concerned or affiliates or for which arise from he is responsible might be improved, and promptly to give to the efforts Chief Executive Officer of the Executive during Company or Board of Directors full details of any invention or improvement which he may from time to time make or discover in the course of his employment for duties, and to further the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business interests of the Company with regard thereto. Subject only to any contrary provisions of the laws of the United States or any the State of its subsidiaries Delaware or affiliates and disclosed by the Executive within one year following the termination Commonwealth of his employment with the Company Massachusetts, all such materials, inventions, improvements, methods, products, services, equipment or systems shall be deemed to fall within be “works made for hire,” and to the extent such items are not works made for hire, Employee hereby irrevocably grants and assigns such materials, inventions, improvements, methods, products, services, equipment or systems to the Company which shall be entitled, free of charge, to the sole ownership of any such invention or improvement. (b) Employee shall, if and when required so to do by the Company, at the expense of the Company, apply or join with the Company in applying for patents or other protection in any part of the world for any such discovery, invention or process as aforesaid and shall at the expense of the Company, execute and do or cause to be done all instruments and things reasonably necessary for vesting the said patent or other protection when obtained and all right, title and interest to and in the same in the Company or in such other person as the Company may designate. (c) For the purpose of this clause Employee hereby irrevocably authorizes the Company as his attorney in his name to execute any documents or take any actions which are required in order to give effect to the provisions of this paragraph unless proved Section and the Company is hereby empowered to have been first conceived appoint and made following such termination. The foregoing requirements of this Section 7(d) shall not apply to remove at its pleasure any invention person as agent and substitute for which no equipment, supplies, facility or trade secret information and on behalf of the Company was used and which was developed entirely on the Executive’s own time, and (i) which does not relate directly to the Company’s, in respect of all or any of its subsidiaries’ or affiliates’, business or to the Company’s, or any of its subsidiaries’ or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work the Executive performed for the Company or any of its subsidiaries or affiliatesmatters aforesaid.

Inventions, etc. The Executive hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all (a) It shall be part of the entire right, title normal duties of Employee at all times to consider in what manner and interest of by what new methods or devices the Executive in and to all inventions, ideas, disclosures and improvements, whether patented or unpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, products, processes services, processes, equipment or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations systems of the Company or any of its subsidiaries affiliates with which she is concerned or affiliates or for which arise from the efforts of the Executive during the course of his employment for the Company. The Executive shall communicate she is responsible might be improved, and promptly and disclose to give to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business President of the Company or Board of Directors full details of any invention or improvement which she may from time to time make or discover in the course of its subsidiaries or affiliates her duties, and disclosed by to further the Executive within one year following the termination interests of his employment with the Company with regard thereto. Subject only to any contrary provisions of the laws of the United States or the State of Florida, all such materials, inventions, improvements, methods, products, services, equipment or systems shall be deemed to fall within be “works made for hire”, and to the extent such items are not works made for hire, Employee hereby irrevocably grants and assigns such materials, inventions, improvements, methods, products, services, equipment or systems to the Company which shall be entitled, free of charge, to the sole ownership of any such invention or improvement. (b) Employee shall, if and when required so to do by the Company, at the expense of the Company, apply or join with the Company in applying for patents or other protection in any part of the world for any such discovery, invention or process as aforesaid and shall at the expense of the Company, execute and do or cause to be done all instruments and things reasonably necessary for vesting the said patent or other protection when obtained and all right, title and interest to and in the same in the Company or in such other person as the Company may designate. (c) For the purpose of this clause Employee hereby irrevocably authorizes the company as her attorney in her name to execute any documents or take any actions which are required in, order to give effect to the provisions of this paragraph unless proved Section and the Company is hereby empowered to have been first conceived appoint and made following such termination. The foregoing requirements of this Section 7(d) shall not apply to remove at its pleasure any invention person as agent and substitute for which no equipment, supplies, facility or trade secret information and on behalf of the Company was used and which was developed entirely on the Executive’s own time, and (i) which does not relate directly to the Company’s, in respect of all or any of its subsidiaries’ or affiliates’, business or to the Company’s, or any of its subsidiaries’ or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work the Executive performed for the Company or any of its subsidiaries or affiliatesmatters aforesaid.

Inventions, etc. The Executive Employee hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire right, title and interest of the Executive Employee in and to all inventions, ideas, disclosures and improvements, improvements whether patented or unpatented, and copyrightable material, made or conceived by the ExecutiveEmployee, solely or jointly, during his employment by the Company which relate to methods, apparatus, designs, software, computer programs, marketing or business plans, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliatesCompany, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of Employee pursuant to his employment for the Company. The Executive Employee shall communicate promptly and disclose to the Company, in such form as the Company reasonably requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive Employee (regardless of whether still employed by the Company) shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents prepared at the sole expense of the Company as may be necessary or required of the Executive Employee to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business of the Company or any of its subsidiaries or affiliates and disclosed by the Executive Employee within one year following the termination of his employment with the Company shall be deemed to fall within the provisions of this paragraph unless proved to have been first conceived and made following such termination. The foregoing requirements of In the event that Employee is required to perform under this Section 7(d) shall not apply subsequent to any invention for which no equipment, supplies, facility or trade secret information of his employment with the Company was used and which was developed entirely on the Executive’s own time, and Company: (i) which does not relate directly the Employee’s performance, to the Company’sextent practicable, shall not be burdensome with regard to Employee’s activities or any of its subsidiaries’ or affiliates’, business or to the Company’s, or any of its subsidiaries’ or affiliates’, actual or demonstrably anticipated research or development, or employment at such time; (ii) which does not result from any work the Executive performed for Employee’s performance shall be requested within one year after the date of termination of employment; and (iii) the Company or any shall compensate Employee at a rate of $150 per hour. Notwithstanding the preceding sentence, the Employee and the Company agree that if necessary (as reasonably determined by the Company in light of the importance of protecting its subsidiaries or affiliatesintellectual property), the Employee will immediately perform hereunder.

Inventions, etc. The Executive hereby sells, transfers and assigns to the Company or any of its subsidiaries or affiliates or to any person or entity designated by the Company all of the entire right, title and interest of the Executive in and to all inventions, ideas, disclosures and improvements, whether patented or unpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, during his her employment by the Company which relate to methods, apparatus, designs, products, processes or devices, sold, leased, used or under consideration or development by the Company or any of its subsidiaries or affiliates, or which otherwise relate to or pertain to the business, functions or operations of the Company or any of its subsidiaries or affiliates or which arise from the efforts of the Executive during the course of his her employment for the Company. The Executive shall communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to the aforementioned inventions, ideas, disclosures and improvements; and the Executive shall execute and deliver to the Company such formal transfers and assignments and such other papers and documents as may be necessary or required of the Executive to permit the Company or any of its subsidiaries or affiliates or any person or entity designated by the Company to file and prosecute the patent applications and, as to copyrightable material, to obtain copyright thereof. Any invention relating to the business of the Company or any of its subsidiaries or affiliates and disclosed by the Executive within one year following the termination of his her employment with the Company shall be deemed to fall within the provisions of this paragraph unless proved to have been first conceived and made following such termination. The foregoing requirements of this Section 7(d) shall not apply to any invention for which no equipment, supplies, facility or trade secret information of the Company was used and which was developed entirely on the Executive’s own time, and (i) which does not relate directly to the Company’s, or any of its subsidiaries’ or affiliates’, business or to the Company’s, or any of its subsidiaries’ or affiliates’, actual or demonstrably anticipated research or development, or (ii) which does not result from any work the Executive performed for the Company or any of its subsidiaries or affiliates.