Common use of Ownership of Information, Inventions and Original Work Clause in Contracts

Ownership of Information, Inventions and Original Work. 5.1 Ownership Of Information, Inventions And Original Work. Employee agrees that any creative works, discoveries, designs, software, computer programs, inventions, improvements, modifications, enhancements, know-how, formulation, concept or idea which is conceived, created or developed by Employee, either alone or with others (collectively referred to as "Work Product") is the exclusive property of the Company if either: a. it was conceived or developed in any part on Company time; b. any equipment, facilities, materials or Confidential Information of the Company was used in its conception or development; or c. it either: (i) relates, at the time of conception or reduction to practice, to the Company's business or to an actual or demonstrably anticipated research or development project of the Company, or (ii) results from any work performed by Employee for the Company. With respect to any such Work Product, Employee agrees as follows: a. Employee shall promptly disclose the Work Product to the Company; b. Employee agrees to assign, and hereby does assign, all proprietary rights to such Work Product to the Company without further compensation; c. Employee agrees not to file any patent or copyright applications related to such Work Product except with the written consent of the Board; d. Employee agrees to assist the Company in obtaining any patent or copyright on such Work Product, and to provide such documentation and assistance as is necessary to the Company to obtain such patent or copyright; and e. Employee shall maintain adequate written records of such Work Product, in such a format as may be specified by the Company. Such records will be available to and remain the sole property of the Company at all times. Any Work Product disclosed by Employee within one (1) year following the termination of employment from the Company shall be deemed to be owned by the Company under the terms of this Agreement, unless proved by the Employee to have been conceived after such termination.