Ownership and Assignment of Protected Works Sample Clauses

Ownership and Assignment of Protected Works. Executive agrees that any and all Protected Works developed by Executive during his employment or other engagement with Company under this Agreement and during his employment with, or other engagement by Company prior to the execution of this Agreement (whether as employee or independent contractor) are the sole property of Company, and that no compensation in addition to the amounts set forth in Section 2 of this Agreement is due to Executive for development or transfer of such Protected Works. Executive hereby assigns and agrees to assign all of his respective rights, title and interest in Protected Works, including all patents or patent applications, and all copyrights therein, to Company. Executive further agrees at Company's request and without further consideration, but at the expense of Company, that Executive will communicate to Company any facts known to Executive and testify in any legal proceedings, sign all lawful papers, make all rightful oaths, execute all divisional, continuing, continuation-in-part, or reissue applications, all assignments, all registration applications and all other instruments or papers to carry into full force and effect, the assignment, transfer and conveyance hereby made or intended to be made and generally do everything possible for title to the Protected Works and all patents or copyrights or trademarks or service marks therein to be clearly and exclusively held by Company. Executive agrees that he will not apply for any state, federal, or other jurisdiction's registration of rights in any of the Protected Works and that he will not oppose or object in any way to applications for registration of same by Company or others designated by Company. Executive agrees to exercise reasonable care to avoid making the Protected Works available to any third party. Executive also agrees that he shall be liable to Company for all damages, including reasonable attorneys' fees and other expenses of litigation, if the Protected Works are made available to third parties in any manner by Executive without the express written consent of Company.

Ownership and Assignment of Protected Works. Employee agrees that any Protected Works are the sole property of MCNA, and that no additional compensation other than that set forth in Paragraph 1 hereof is due to him/her therefore. Employee hereby assigns and agrees to assign all of his/her respective rights, title and interest in the Protected Works, including all patents, patent applications, divisional, continuation, continuation-in-part, or reissue applications to MCNA. Employee agrees that Employee’s contributions to the Protected Works are intended to be works made for hire by Employee, but, to the extent such contributions are not considered works made for hire, then Employee hereby assigns and agrees to assign all of his/her respective rights, title and interest in and to the Protected Works as set forth herein. Employee agrees, at MCNA’s request and expense, that he/she will communicate to MCNA any facts known to him/her; testify in any legal proceedings involving the Protected Works; sign all instruments, applications or papers to register and/or obtain protection for the Protected Works in the United States and any foreign country, and to carry into full force and effect, the assignment, transfer and conveyance hereby made or intended to be made; and generally do everything possible for title to the Protected Works and all patents, copyrights, trademarks or service marks therein to be exclusively held by MCNA. Employee agrees not to apply for any state, federal, or other jurisdiction’s registration of rights in any Protected Works and that he/she will not challenge, oppose or seek to cancel any applications or registration of same by MCNA or its designees. Employee agrees that he/she will not make Protected Works available to a third party without MCNA’s express written consent.