NONDISCLOSURE AND INVENTIONS. 8.01 Except as permitted or directed by the Company or as may be required in the proper discharge of Executive’s employment hereunder, Executive shall not, during his employment or at any time thereafter, divulge, furnish or make accessible to anyone or use in any way any Confidential Information of the Company. “
NONDISCLOSURE AND INVENTIONS. 4.01 Except as permitted or directed by the Company or as may be required in the proper discharge of Executive’s employment hereunder, Executive shall not, during the Term of employment or at any time thereafter, divulge, furnish or make accessible to anyone or use in any way any confidential, trade secret or proprietary information of the Company, including without limitation, whether or not reduced to writing, customer lists, customer files or information, pricing information, expansion information, recipes, formulas, planning and financial information, contracts, sales and marketing information, business strategy or opportunities for new or developing business, which Executive has prepared, acquired or become acquainted with during his employment by the Company. Executive acknowledges that the above-described knowledge or information is the property of the Company that constitutes a unique and valuable asset and represents a substantial investment by the Company, and that any disclosure or other use of such knowledge or information, other than for the sole benefit of the Company, would be wrongful and would cause irreparable harm to the Company. Executive agrees to at all times maintain the confidentiality of such knowledge or information, to refrain from any acts or omissions that would reduce its value to the Company, and to take and comply with reasonable security measures to prevent any accidental or intentional disclosure or misappropriation. Upon termination of Executive’s employment for any reason, Executive shall promptly return to the Company all such confidential, trade secret and proprietary information, including all copies thereof, then in Executive’s possession, control or influence, whether prepared by Executive or others.
NONDISCLOSURE AND INVENTIONS. Advisor hereby grants and assigns to the Company his or her entire worldwide present and future right, title and interest (including all patent rights, copyrights, trade secret rights and other intellectual property rights) in and to any and all Developments (as defined below) made or conceived solely by Advisor or jointly by Advisor and others, or created wholly or in part by Advisor, during the Consultation Period, but not for Developments made or conceived by Advisor prior to the Consulting Period, whether or not such Developments are patentable, copyrightable or susceptible to other forms of protection, and the Developments: (a) relate to the actual or anticipated business or research or development of the Company and/or (b) result from or arise out of any task assigned to Advisor or work performed by Advisor for or on behalf of the Company, including, without limitation, Lorexys. For the purposes of this Agreement “Development” means any idea, invention, discovery, design (whether the design is ornamental or otherwise), computer program and related documentation, and all other works of authorship. Excluded are Developments that Advisor cannot assign to the Company because of a prior agreement(s) with which is/are effective until . (Give name and date, or if none write “none “ or leave blank) With respect to all Developments, Advisor agrees that (a) Advisor will promptly disclose all Developments to the Company’s management, and (b) Advisor will, on the Company’s request, promptly execute a specific assignment of title to the Company, and do anything reasonably necessary to enable the Company to secure a patent, copyright or other form of protection in the United States and/or in other countries. The Company and its licensees (direct and indirect) are not required to designate Advisor as author of any Development assigned by this Section 5 when distributed publicly or otherwise. Advisor waives and releases, to the extent permitted by law, all his rights to the foregoing. Advisor has identified on Exhibit A all Developments not assigned by this Section 5 in which Advisor has any right, title or interest, and which were previously made or conceived solely or jointly by Advisor, or written wholly or in part by Advisor, but neither published nor filed in any patent office. If Advisor does not have any to identify, Advisor has written “none” on this line or left it blank: .
NONDISCLOSURE AND INVENTIONS
