Prior Developments. I have identified below all Developments in which I have any right, title or interest, and which were made, conceived or written wholly or in part by me prior to my employment or relationship with the Company and which relate to the actual or anticipated business or research or development of the Company. I represent and warrant that I am not a party to any agreements which would limit my ability to work for the Company or to assign Developments as provided for in Section 12. (attach extra pages if needed)
Prior Developments. As a matter of record, Executive must identify at the time of signing this Agreement all prior developments relevant to the subject matter of his employment by the Company (“Prior Developments”) that have been conceived or reduced to practice or learned by him, alone or jointly with others, before his employment with the Company, which he desires to remove from the operation of this Agreement. Executive represents that he has made no such Prior Developments at the time of signing this Agreement which he desires to remove from the operation of this Agreement. Executive further represents and warrants that he is under no prior contractual or other obligation that in any way impedes his ability to perform this Agreement or carry out his duties and responsibilities for the Company, including any non-compete obligations and that, in providing the services contemplated herein, he will not make any improper or unauthorized use of any property rights, or trade secrets or property belonging to his previous employer or anyone else.
Prior Developments. If in the course of Executive’s employment with the Company, Executive incorporates into a Company product, process or machine a Prior Development owned by Executive or in which Executive has an interest, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license to make, have made, modify, use and sell such Prior Development as part of or in connection with such product, process or machine.
Prior Developments. Employee agrees that Employee will not incorporate, or permit to be incorporated, Prior Developments (defined below) in any Company Developments without the Company’s prior written consent. In addition, Employee agrees that Employee will not incorporate into any Company software or otherwise deliver to the Company any software code licensed under any open source software license (including the GNU GPL or LGPL or any other license that, by its terms, requires or conditions the use or distribution of such code on the disclosure, licensing, or distribution of any source code owned or licensed by the Company). Employee has disclosed on Exhibit A a complete list of all Developments that Employee has, or has caused to be, alone or jointly with others, conceived, reduced to practice, created or developed prior to the commencement of Employee’s employment by the Company, in which Employee has an ownership interest or which Employee has a license to use, and that Employee wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Developments”). If no Prior Developments are listed on Exhibit A, Employee warrants that there are no Prior Developments. If, in the course of Employee’s employment with the Company, Employee utilizes a Prior Development in Employee’s work for the Company, Employee hereby grants the Company a nonexclusive, perpetual, fully-paid and royalty-free, irrevocable and worldwide license, with rights to sublicense through multiple levels of sublicensees, to reproduce, make derivative works of, distribute, publicly perform, and publicly display in any form or medium, whether now known or later developed, make, have made, use, sell, import, offer for sale, and exercise any and all present or future rights in, such Prior Development.
Prior Developments. Employee represents that the Developments, if any, identified on Exhibit A attached hereto comprise all the unpatented and uncopyrighted Developments that Employee has made or conceived prior to Employee’s employment by the Company, which Developments are excluded from this Agreement. Employee understands that it is necessary only to list the title and purpose of such Developments but not details thereof.
Prior Developments. As a matter of record, Hxxxx has identified all prior developments relevant to the subject matter of her employment by Celcuity (‘Prior Developments”) that have been conceived or reduced to practice or learned by her, alone or jointly with others, before her employment Celcuity, which she desires to remove from the operation of this Agreement. The Prior Developments consist of: None (cross out “None” if Prior Developments are listed) Hxxxx represents and warrants that this list is complete. If there is no such list, Hxxxx represents that she had made no such Prior Developments at the time her employment with the Company commenced.
Prior Developments. In respect of the developments listed in Annex B attached hereto that arose prior to the Addendum Effective Date and in connection of which the Parties have in the past (including without limitation by course of conduct) agreed to joint ownership of the intellectual property rights therein and thereto (the “Prior Developments”), the Parties hereby agree that each Party shall own an undivided one-half interest in, to and under such Prior Developments, and Biokine’s interest therein and thereto shall be and is hereby confirmed to be included within the scope of Licensed Technology under the Agreement.
Prior Developments. I agree that the foregoing assignment covers all results, outputs and products of my work for Genzyme prior to the date hereof (whether as an employee or as a consultant), and that all related copyrights, patents and other intellectual property rights, and that all such results, output and products are Developments and the sole property of Genzyme.
Prior Developments. 10.1 A complete list of the Contractor’s prior work or developments are set out in SCHEDULE B.
Prior Developments. As a matter of record, Employee has identified all ------------------ prior developments ("Prior Developments") that have been conceived or reduced to practice or learned by Employee, alone or jointly with others, before Employee's employment with the Company, which Employee desires to remove from the operation of this Agreement. The Prior Developments are listed on attached Exhibit B. --------- Employee represents and warrants that this list is complete. If there is no such list, Employee represents that it has made no such Prior Developments at the time of signing this Agreement. Xxxxxxx X. Xxxxxx: Date: 3/30/98 /s/ Xxxxxxx X. Xxxxxx ------------------- ------------------------------ Employee's Signature Xxxxxxx X. Xxxxxx ------------------------------ Typed or Printed Name DIGITAL ISLAND, INC.: /s/ Xxx Xxxxxxx ------------------------------ Date:___________________ Signature Xxx Xxxxxxx ------------------------------ Typed or Printed Name CEO ------------------------------ Title EXHIBIT A California Labor Code Section 2870 provides as follows:
(a) Any provision in an employment agreement that provides that an employee shall assign, or offer to assign, any of his or her rights in an invention to his or her employer shall not apply to an invention that the employee developed entirely on his or her own time without using the employer's equipment, supplies, facilities, or trade secret information except for those inventions that either:
(1) Relate at the time of conception or reduction to practice of the invention to the employer's business, or actual or demonstrably anticipated research or development of the employer or
(2) Result from any work performed by the employee for the employer.
(b) To the extent a provision in an employment agreement purports to require an employee to assign an invention otherwise excluded from being required to be assigned under subdivision (a), the provision is against the public policy of this state and is unenforceable.
