Pre-Existing Inventions. Employee has attached to this Agreement as Attachment A complete list of all existing inventions or improvements to which Employee claims ownership as of the date of this Agreement and that Employee desires to specifically clarify are not subject to this Agreement, and Employee acknowledges and agrees that such list is complete. If disclosure of an item on Attachment A would cause Employee to violate any prior confidentiality agreement, Employee understands that Employee is not to list such in Attachment A but is to inform ConforMIS that all items have not been listed for that reason. A space is provided on Attachment A for such purpose. If no such list is attached to this Agreement, Employee represents that Employee has no such inventions and improvements at the time of signing this Agreement. Employee will not improperly use or disclose any proprietary information or trade secrets of any former employers or other third parties, if any, and Employee will not bring onto the premises of ConforMIS any unpublished documents or any property belonging to any former employers or other third parties unless consented to in writing by such employers or such other third parties. If, in the course of Employee’s employment with ConforMIS, Employee incorporates a prior Employee-owned invention into a ConforMIS product, process or machine, ConforMIS is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use and sell such prior invention for any and all purposes as ConforMIS determines in its sole discretion. Notwithstanding the foregoing, Employee agrees that Employee will not incorporate, or permit to be incorporated, prior inventions in any Inventions without ConforMIS’ prior written consent.
Pre-Existing Inventions. Executive will retain all right, title and interest in and to inventions that Executive created and owned prior to service to Employer as listed in the attached Schedule 2.
Pre-Existing Inventions. Employee will retain all right, title and interest in and to inventions that Employee created and owned prior to Employee’s service to the Company, if any, as listed on Schedule 1. If Schedule 1 is left blank, Employee concedes that no such pre-existing inventions exist. Employee will promptly disclose and hereby assigns to the Company any modifications or improvements to such inventions that are developed during his employment with the Company, which will become Company Inventions in accordance with this Section 6. Sections 6(a), 6(b), 6(c), and 6(d) shall not apply to any inventions listed on Schedule 1 and no such invention shall become a Company Invention.
Pre-Existing Inventions. Executive will inform the Company in writing prior to incorporating any Pre-Existing Inventions into any Invention or otherwise utilizing any such Pre-Existing Inventions in the course of Executive’s employment with the Company; and the Company is hereby granted a nonexclusive, royalty-free, perpetual, irrevocable, transferable worldwide license (with the right to grant and authorize sublicenses) to make, have made, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, perform, and otherwise exploit such Pre-Existing Inventions, without restriction, including, without limitation, as part of or in connection with such Invention, and to practice any method related thereto.
Pre-Existing Inventions. Except as to reserved inventions, if any, identified in Exhibit A, attached, (a) Employee has no inventions previously made or conceived by the Employee which the Employee wants to be excluded from the scope of this Agreement and (b) the Employee releases AMCC from any and all claims, known or unknown, by the Employee by reasons of any use by AMCC of any innovation previously made or conceived by the Employee. If, in the course of employment with AMCC, Employee incorporates into an AMCC product, process or machine a pre-existing invention owned by the Employee or in which Employee has an interest, AMCC is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with the rights to sublicense) to make, have made, copy, modify, make derivative works of, use, sell and otherwise distribute such pre-existing invention as part of or in connection with such product, process or machine.
Pre-Existing Inventions. It is agreed that Consultant shall retain all right, title and interest in and to inventions that Consultant created and owned prior to his/her service to Company, if any, as listed on Schedule 1, which may be amended if necessary, or which Consultant may otherwise prove by clear and convincing evidence Consultant created and owned prior to his/her service to Company. Consultant shall disclose and assign to Company any modifications or improvements to such inventions that are developed during his/her engagement with Company (and become Company Inventions) in accordance with Sections 2.3 and 2.5.
Pre-Existing Inventions. “Inventions” do not include, and Contractor is not obligated to assign to Smartsheet, any pre-existing software, inventions, copyrights, patents, trade secrets, trademarks and other proprietary rights of Contractor that Contractor can document existed before the Effective Date and that are listed on Exhibit B to this Agreement (collectively, the “Pre-Existing Inventions”). Contractor hereby grants to Smartsheet a non-exclusive, worldwide, perpetual, irrevocable, fully paid, royalty-free license to use the Pre-Existing Inventions to the extent they are included in, or are necessary to use and exploit, deliverables provided as part of the Services.
Pre-Existing Inventions. Attached hereto as Exhibit A is a complete list of all other inventions to which the Employee claims ownership (the “Prior Inventions”) and that he desires to remove from the operation of this Agreement, and the Employee covenants that such list is complete. If no such list is attached to this Agreement, the Employee represents that he has no such Prior Inventions at the time of signing of this Agreement. At all times during the Employee’s employment by and/or services with the Company and after its termination, the Employee will not assert against the Company or any of its licensees, successors or assigns any claim that any such party has used or infringed (or is using or infringing) any such information or materials, including, without limitation, any Prior Inventions, as to which the Employee claims any ownership interest. If in the course of the Employee’s employment with the Company, the Employee incorporates into a Company product, process or machine a Prior Invention owned by the Employee or in which the Employee has an interest, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, world-wide license to make modify, use and sell such Prior Invention as part of or in connection with such product, process or machine, unless the Employee and the Company have agreed otherwise in writing with respect to such Prior Invention.
Pre-Existing Inventions. Each party shall retain all right, title and interest in and to any intellectual property rights (including any inventions and/or patents) which it owned as of the Effective Date or outside the scope of this Agreement. For clarity, except as expressly set forth in this Agreement, no license is granted by either Party to its intellectual property rights.
Pre-Existing Inventions. Employee has identified on EXHIBIT A attached hereto a complete list of all inventions or improvements which have been made or conceived or first reduced to practice by Employee alone or jointly with others prior to Employee's employment by the Company and which Employee desires to exclude from the operation of this Agreement. If there is no such list on EXHIBIT A, Employee represents that Employee has made no such inventions or improvements at the time of signing of this Agreement.