PRIOR CONTRACTS AND INVENTIONS. INFORMATION BELONGING TO THIRD PARTIES I represent that, except as set forth on Schedule 2.5A hereto an initiated by the Company and me, there are no other contracts to assign inventions that are now in existence between any other person or entity and me. I further represent that other than my employment obligations for Emory and the NIH I have no other employments or undertakings which might restrict or impair my performance of this Agreement I will not, in connection with my engagement as a consultant by the Company, use or disclose to the Company any confidential trade secret or other proprietary information or any previous employer or other person to which I am not lawfully entitled. As a matter of record, I attach to Schedule 2.5B of this Agreement a brief description of all Inventions made or conceived by me prior to my engagement as a consultant with the Company which I desire to be excluded from this Agreement.
PRIOR CONTRACTS AND INVENTIONS. Information Belonging to Third Parties. I represent and warrant that, except as set forth on Exhibit C hereto, there are no other contracts to assign Inventions that are now in existence between any other person or entity and me. I further represent that (a) I am not obligated under any consulting, employment or other agreement which would affect the Company's rights or my duties under this Agreement, (b) there is no action, investigation, or proceeding pending or threatened, or any basis therefor known to me involving my prior employment or any consultancy or the use of any information or techniques alleged to be proprietary to any former employer, and (c) the performance of my duties as an employee of the Company will not breach, or constitute a default under any agreement to which I am bound, including, without limitation, any agreement limiting the use or disclosure of proprietary information acquired in confidence prior to engagement by the Company. I will not, in connection with my employment by the Company, use or disclose to the Company any confidential, trade secret or other proprietary information of any previous employer or other person to which I am not lawfully entitled. As a matter of record, I attach as Exhibit C of this Agreement a brief description of all Inventions made or conceived by me prior to my employment with the Company which I desire to be excluded from this Agreement ("Background Technology"). I hereby grant Company a non-exclusive, royalty-free, perpetual and irrevocable, worldwide right to use and sublicense the use of Background Technology for the purpose of developing, marketing, selling and supporting Company technology, products and services, either directly or through multiple tiers of distribution, but not for the purpose of marketing Background Technology separately from Company products or services.
PRIOR CONTRACTS AND INVENTIONS. Information Belonging to Third Parties. I represent and warrant that, except as set forth on Exhibit B, I am not required, and I have not been required during the course of work for the Company or its predecessors, to assign Inventions under any other contracts that are now or were previously in existence between me and any other person or entity. I further represent that (i) I am not obligated under any consulting, employment or other agreement that would affect the Company’s rights or my duties under this Agreement, and I shall not enter into any such agreement or obligation during the period of my employment by the Company, (ii) there is no action, investigation, or
