Common use of Prior Inventions Clause in Contracts

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I Director made prior to the commencement of my employment with the Company Service Period are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have Director has set forth on Exhibit A Attachment B (Previous Inventions) attached hereto a complete list of all Inventions that I have, Director has or caused to be (alone or jointly with others, conceived, developed or reduced to practice or caused to be ) conceived, developed or reduced to practice prior to the commencement of my employment with the CompanyService Period, that I consider Director considers to be my his property or the property of third parties and that I wish Director wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If such disclosure of any such Prior Invention would cause me Director to violate any prior confidentiality agreement, I understand that I am Director shall not to list such Prior Inventions in Exhibit A Attachment B but am only to disclose a cursory name for each such inventionInvention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A Attachment B for such purpose. If no such disclosure is attached, I represent Director represents that there are no Prior Inventions. If, in during the course of my employment with the CompanyService Period, I incorporate Director incorporates a Prior Invention into a Company Corporation product, process or machine, the Company Corporation 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. Notwithstanding the foregoing, I agree Director agrees that I he will not incorporate, or permit to be incorporated, Prior Inventions in any Company Corporation Inventions without the CompanyCorporation’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(iesparty (ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”"PRIOR INVENTIONS"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented (a) On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (ii) may relate to Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit Schedule A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit Schedule A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit Schedule A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. , Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I the Executive made prior to the commencement of my the Executive’s employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have the Executive agrees to set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I havethe Executive has, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my the Executive’s employment with the Company, that I consider the Executive considers to be my his property or the property of third parties and that I wish the Executive wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me the Executive to violate any prior confidentiality agreement, I understand the Executive understands that I am he is not to list such Prior Inventions in Exhibit A B but am is only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent the Executive represents that there are no Prior Inventions. If, in the course of my the Executive’s employment with the Company, I incorporate the Executive incorporates a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree the Executive agrees that I he will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit Schedule A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit Schedule A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit Schedule A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall will have a nonexclusive, royalty-free, irrevocable, perpetual, fully-paid, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use make derivative works of, publicly perform, publicly perform, use, sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A 1 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A 1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A 1 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I Executive made prior to the commencement of my employment with the Company Service Period are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have Executive has set forth on Exhibit A Attachment B (Previous Inventions) attached hereto a complete list of all Inventions that I have, Executive has or caused to be (alone or jointly with others, conceived, developed or reduced to practice or caused to be ) conceived, developed or reduced to practice prior to the commencement of my employment with the CompanyService Period, that I consider Executive considers to be my his property or the property of third parties and that I wish Executive wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If such disclosure of any such Prior Invention would cause me Executive to violate any prior confidentiality agreement, I understand that I am Executive shall not to list such Prior Inventions in Exhibit A Attachment B but am only to disclose a cursory name for each such inventionInvention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A Attachment B for such purpose. If no such disclosure is attached, I represent Executive represents that there are no Prior Inventions. If, in during the course of my employment with the CompanyService Period, I incorporate Executive incorporates a Prior Invention into a Company Corporation product, process or machine, the Company Corporation 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. Notwithstanding the foregoing, I agree Executive agrees that I he will not incorporate, or permit to be incorporated, Prior Inventions in any Company Corporation Inventions without the CompanyCorporation’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention on Exhibit A would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. , Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company Rigel are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment work placement with the CompanyXxxxx, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Companyat Rigel, I incorporate a Prior Invention into a Company Rigel product, process or machine, the Company Rigel 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Rigel Inventions without the Company’s Xxxxx’x prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention Invention 1. would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented i. On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (ii) may relate to Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior InventionsInventions exist as of the date of this Agreement. ii. If, I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. Inventions, if any, patented or unpatentednot patented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B-2 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B-2 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B-2 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicenseessub licensees`) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A 1 (Previous Prior Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A 1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A 1 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, fully-paid, worldwide license (with rights to sublicense through multiple tiers of sublicenseessub-licensees) to make, have made, modify, use make derivative works of, publicly perform, use, sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall will have a nonexclusive, royalty-free, irrevocable, perpetual, fully-paid, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use make derivative works of, publicly perform, publicly perform, use, sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. (a) Attached hereto as Exhibit A is a list describing all Inventions, if any, patented that (a) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (b) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I acknowledge and agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), I will immediately so notify Company in writing. Unless Company and I agree otherwise in writing as to particular Prior Inventions or Nonassignable Invention, I hereby granted grant to Company, (whether or not I give Company notice as required above), a non-exclusive, perpetual, transferable, fully-paid and shall have a nonexclusive, royalty-free, irrevocableirrevocable and worldwide license, perpetual, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, exercise any and all present or permit to be incorporatedfuture rights in, Prior Inventions and Nonassignable Inventions, provided that the foregoing license shall only apply in connection with a License Event. To the extent that any Company third parties have any rights in or to any Prior Inventions without or any Nonassignable Inventions, I hereby represent and warrant that such third party or parties have validly and irrevocably granted to me the Company’s prior written consent.right to grant the license stated above. 200437866 v5

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with for the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A A-1 (Previous Inventions) attached hereto to this Agreement a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such these Prior Inventions in Exhibit A A-1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such the inventions has not been made for that reason. A space is provided on Exhibit A A-1 for such this purpose. If no such disclosure is attached, I represent and warrant that there are no Prior Inventions. If, in the course of my employment with for the Company, I incorporate a Prior Invention into a Company product, process or machine, I hereby grant the Company, and the Company is hereby granted has and shall have will have, a nonexclusive, royalty-free, fully paid up, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use have modified, use, have used, sell and sell such have sold the Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (as defined in Section 2.3 below) without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A 1 (Previous Prior Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A 1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A 1 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, fully-paid, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use make derivative works of, publicly perform, use, sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”"PRIOR INVENTIONS"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Prior 1. Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, registered or unregistered, which I made made, conceived, developed, authored or first reduced to practice prior to the commencement of my employment or engagement as independent contractor with the Company COMPANY are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed developed, authored or first reduced to practice or caused to be conceived, developed developed, authored or first reduced to practice prior to the commencement of my employment or engagement as independent contractor with the CompanyCOMPANY, that I consider to be my property or the property of third parties (except to the extent that I have assigned all my right, title and interest in such invention to a former employer) and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Item 1 of Exhibit A but am only to disclose disclose, in Item 2 of Exhibit A, a cursory name for each such invention, a listing of invention and the party(ies) party to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space duty of confidentiality is provided on Exhibit A for such purposeowed. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment or engagement as independent contractor with the CompanyCOMPANY, I incorporate a Prior Invention which I own or have the right to license into the COMPANY product, process or machine (or use such Prior Invention to create a Company COMPANY product, process or machine), the Company COMPANY 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company the COMPANY Inventions (or use such Prior Invention to create a COMPANY product, process or machine) without the CompanyCOMPANY’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machinemachine of the Company or any other Related Company, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (as defined in Section 2.3 below) without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with service to the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto below is a complete list of all Inventions inventions and copyrightable material or creations that I you have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with service to the Company, that I you consider to be my your property or the property of third parties and that I you wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me you to violate any prior confidentiality agreement, I you understand that I am you are not to list such Prior Inventions in Exhibit A below but am shall only to disclose a cursory name for each such inventionPrior Invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions Prior Inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attachedlisted below, I you represent that there are no Prior Inventions. If, in the course of my employment with your service to the Company, I you incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I you agree that I you will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions invention without the Company’s prior written consent.. List of All Prior Inventions or Improvements ☐ No inventions or improvements ☐ See below: ☐ Additional sheets attached Due to a prior confidentiality agreement, full disclosure cannot be completed with respect to Prior Inventions or improvements generally listed below, and the proprietary rights and duty of confidentiality with respect to such Prior Inventions is owed to the following party(ies): Name of Invention or Improvement Party(ies) To Whom it Belongs and Relationship

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on in Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions intellectual property that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the CompanyCorporation, that which I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions Invention in Exhibit A but am only to disclose a cursory name for each such inventionPrior Invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the CompanyCorporation, I incorporate a Prior Invention into a Company product, process or machine, the Company Corporation is hereby granted and shall have a nonexclusive, non-exclusive royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicenseessub-licensees) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions inventions, technology or products of the Corporation without the CompanyCorporation’s prior written consent. Any intellectual property conceived, developed or reduced to practice by me during the period of my employment and which does not constitute Work Product shall remain my sole and exclusive property and is not subject to assignment, provided same is forthwith disclosed in writing to the Corporation.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment service provider relationship with the Company ICO are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment service provider relationship with the CompanyICO, that I consider to be my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment service provider relationship with the CompanyICO, I incorporate a Prior Invention into a Company an ICO product, process or machine, the Company ICO is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, fully-paid, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use reproduce, make derivative works of, publicly perform, publicly display, use, sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the CompanyICO’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which that I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A 2 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A 2 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A 2 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (defined in Section 2.3.) without the Company’s 's prior written consent. Employee shall have until February 2, 2019 to finalize information on Exhibit 2 at which time the Company and Employee will each date an initial Exhibit 2 and any additional sheets.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A 1 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A 1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A 1 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Prior Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as collectively, “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions Invention in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) party to whom it belongs and the fact that full disclosure as to such inventions Prior Invention has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machinedevelopment of the Company or its affiliates, the Company is and its affiliates are hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicenseessub licensees) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (as defined below) without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A C-2 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A C-2 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A C-2 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. The term “Prior Inventions” shall mean any and all trade secrets, if anyknow-how, ideas, confidential knowledge, improvements, discoveries, developments, processes, designs, techniques, formulas, formulations, source and object codes, data, programs, other works of authorship, organisms, plasmids, expression vectors, cell lines, and chemical, biological and other material and their progeny, clones and derivatives, including all genetically-engineered plant and animals, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company. To preclude any possible uncertainty over what is a Prior Invention, I have set forth on Exhibit B attached hereto a complete list of all Prior Inventions that I consider to be in whole or part my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”)Agreement. If disclosure of any such Prior Invention on Exhibit B would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each inform the Company that all such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has Prior Inventions have not been made listed for that reason. A space Exhibit B is provided on Exhibit A for such purpose. If no such disclosure is attachedincorporated into this Agreement as if fully set forth herein, I represent will promptly inform the Company in writing of any Prior Inventions that there are no Prior Inventions. If, in occur between the course of time I sign this Agreement and the time my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentcommences.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior InventionsPRIOR INVENTIONS”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to use, make, have made, modifyoffer for sale such Invention, use and sell to reproduce, create derivative works of, distribute, publicly perform and publicly display such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions (defined below) in any Company Inventions Invention (defined below) without the Company’s prior written consent. I have attached hereto, as Exhibit A, a complete list describing with particularity all Inventions, which were made by me prior to the commencement of the Relationship (collectively referred to as “Prior Inventions”), which belong solely to me or belong to me jointly with another, which relate in any way to any of the Company’s proposed businesses, products or research and development, and which are not assigned to the Company hereunder; or, if no such list is attached, I represent that there are no such Prior Inventions. If, in the course of my Relationship with the Company, I have incorporated, or do incorporate, a Prior Invention into any Company product, process, machine, or Company Invention, I hereby unconditionally grant to Company a non-exclusive, perpetual, irrevocable, perpetual, worldwide, fully paid right and license, with the right to sublicense through multiple levels of sublicensees, under all of my Intellectual Property Rights in any and all Prior Inventions used or incorporated in any Company Invention or otherwise used by me in performance of my obligations in connection with the Relationship to: (1) reproduce, create derivative works of, distribute, publicly perform, publicly display, digitally transmit, and otherwise use the Company Invention in any medium or format, whether now known or hereafter discovered, (2) use, make, have made, sell, offer to sell, import, and otherwise exploit any product or service based on, embodying, incorporating, or derived from the Company Invention, and (3) exercise any and all other present or future rights in the Company Invention.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A Attachment B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A Attachment B but am only to disclose a cursory name for each such invention, a listing of the party(iesparty(ins) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A Attachment B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Section ‎3.3 below will not apply with respect to Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment engagement with the Company are excluded Company. I have attached hereto, as Annex 1, a complete list of: (i) all Inventions to which I claim ownership and desire to remove from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A and acknowledge that such list is complete (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of , and (ii) any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purposeimprovement, development, concept, discovery or other proprietary information owned by me or in which I have an interest (“Employee Proprietary Information”). If no such disclosure list is attachedattached to this Agreement, I hereby represent that there are I have no such Prior InventionsInventions or Employee Proprietary Information at the time of this Agreement. I agree that I will not incorporate, or permit to be incorporated, any Prior Invention or Employee Proprietary Information in any Company product, process, machine or service without the Company’s prior written consent. If, in the course of my employment with the Company, I incorporate a any Prior Invention or Employee Proprietary Information into a any Company product, process process, machine or machineservice, then the Company 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, import, export, modify, reproduce, display, publish, distribute, make available, use and sell such Prior Invention. Notwithstanding Invention or Service Provider Proprietary Information (including through third parties on behalf of the foregoingCompany), in any manner and in any media, unless otherwise agreed in writing between me and the Company.. I agree hereby represent and undertake that none of my previous employers or any entity with whom I was engaged, has any rights in any such Prior Inventions or Employee Proprietary Information and I am not subject to any limitations with respect to being engaged in the proposed business of the Company and/or my employment with the Company and such employment with the Company will not incorporate, cause a breach of any of my agreements with the prior employers or permit to be incorporated, Prior Inventions entities or grant any of them any right in any Company Inventions without the Company’s prior written consentresults of my work.

Prior Inventions. InventionsI acknowledge that this Section 3 requiring assignment of Inventions to the Company may not apply to any inventions the applicable statutory provision for my state of employment set forth in Exhibit C, if any, patented or unpatentedprovides I cannot be required to assign. I acknowledge that I reviewed the applicable state statutory provision, which I made if any, in Exhibit C prior to the commencement of my employment with the Company are excluded from the scope execution of this Agreement. To preclude any possible uncertaintyNevertheless, I shall comply with the provisions of this Section 3 and disclose any inventions that I believe are not subject to assignment under this Agreement, pursuant to state law or otherwise, so that the Company may make its assessment. On Exhibit B attached to this Agreement I have set forth on Exhibit A (Previous Inventions) attached hereto included a complete list list, with nonconfidential descriptions, of all Inventions any inventions, ideas, reports and other creative works that I have, alone made or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice conceived prior to the commencement of my employment with the Company, in each case limited to items that are owned by me or by an entity controlled by me, or items that I consider or an entity controlled by me may license to be my property or others (collectively, the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such inventionor, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If if no such disclosure list is attached, attached I represent and warrant that there are no such Prior Inventions. IfI intend that the items on that list and only the items on that list shall be excluded from the restrictions set forth in this Agreement. I will not assert any right, title or interest in the course of or to any invention or claim that I made, conceived or acquired any invention before my employment with the CompanyCompany unless I have specifically identified that invention on the attached Exhibit B. In the event that any Prior Invention is incorporated into or necessary for the use of any Invention, I incorporate a Prior Invention into a Company product, process or machine, hereby grant the Company is hereby granted and shall have a nonexclusivean unrestricted, royalty-freeperpetual, irrevocable, perpetualtransferable, worldwide license (worldwide, royalty free, paid-up, non-exclusive license, with rights the right to sublicense grant sublicenses through multiple tiers of sublicensees) tiers, under all intellectual property and other rights with respect to the Prior Invention, to make, have made, modifyuse, use sell, offer to sell, import, reproduce, prepare derivative works, distribute, perform, display and sell such otherwise fully exploit, and reproduce the Prior Invention and any products, services, methods, processes, technologies and other items derived from, incorporating or using the Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporatefor commercial, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentinternal business and all other purposes.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”"PRIOR INVENTIONS"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on in Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions intellectual property that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the CompanyCorporation, that which I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions Invention in Exhibit A but am only to disclose a cursory name for each such inventionPrior Invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. , If, in the course of my employment with the CompanyCorporation, I incorporate a Prior Invention into a Company product, process or machine, the Company Corporation is hereby granted and shall have a nonexclusive, non-exclusive royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicenseessub-licensees) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions inventions, technology or products of the Corporation without the CompanyCorporation’s prior written consent. Any intellectual property conceived, developed or reduced to practice by me during the period of my employment and which does not constitute Work Product shall remain my sole and exclusive property and is not subject to assignment, provided same is forthwith disclosed in writing to the Corporation.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A Schedule 1 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A Schedule 1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A Schedule 1 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented (a) On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made prior or acquired by me before my date of first employment by Company, and (ii) may relate to the commencement of my employment with the Company Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I agree, represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) If I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this Section 2.3(b), “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. The term “Prior Inventions” shall mean any and all trade secrets, if anyknow-how, ideas, confidential knowledge, improvements, discoveries, developments, processes, designs, techniques, formulas, formulations, source and object codes, data, programs, other works of authorship, organisms, plasmids, expression vectors, cell lines, and chemical, biological and other material and their progeny, clones and derivatives, including all genetically-engineered plant and animals, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company. To preclude any possible uncertainty over what is a Prior Invention, I have set forth on Exhibit B attached hereto a complete list of all Prior Inventions that I consider to be in whole or part my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”)Agreement. If disclosure of any such Prior Invention on Exhibit B would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each inform the Company that all such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has Prior Inventions have not been made listed for that reason. A space Exhibit B is provided on Exhibit A for such purposeincorporated into this Agreement as if fully set forth herein. If no such disclosure is attached, I represent will promptly inform the Company in writing of any Prior Inventions that there are no Prior Inventions. If, in occur between the course of time I sign this Agreement and the time my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentcommences.

Prior Inventions. Inventions, if any, Any and all Inventions (whether patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice practice, or caused to be conceived, developed or reduced to practice practice, prior to the commencement of my employment with the Company, that I consider Company (collectively referred to be as “Prior Inventions”) are either my property or the property of third parties and that I wish to have are excluded from the scope of this Agreement (collectively referred Agreement, except if and to as “the extent the provisions set forth below in this Section 2.2 are made expressly applicable to Prior Inventions”). To preclude any possible uncertainty, I have set forth on Exhibit A (Prior Inventions) attached hereto a list of Prior Inventions. If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to disclose such Prior Invention or to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) party or parties to whom it belongs belongs, and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no I do not attach such disclosure is attacheddisclosure, I represent am representing thereby that there are no Prior Inventions. Notwithstanding the foregoing provisions of this Section 2.2 that provide that Prior Inventions are excluded from the scope of this Agreement, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (as defined in Section 2.3 below), or any product, process or machine of the Company or any of its subsidiaries or controlled affiliates, without the Company’s prior written consent. If, in the course of my employment with the Company, I incorporate a Prior Invention into any Company Inventions or into a Company product, process or machinemachine of the Company or any of its subsidiaries or controlled affiliates, then, notwithstanding the foregoing provisions of this Section 2.2 that provide that Prior Inventions are excluded from the scope of this Agreement, the Company is hereby granted and shall have a nonexclusive, royalty-royalty free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have cause to be made, modify, use cause to be modified, use, cause to be used and sell or cause to be sold such Prior Invention. Notwithstanding In addition, and notwithstanding anything express or implied in the foregoingforegoing provisions of this Section 2.2 to the contrary, I agree any Invention that I will would otherwise be a Prior Invention for purposes of this Section 2.2 shall not incorporatebe deemed or treated as a Prior Invention for purposes of this Section 2.2 if the Company or any of its subsidiaries or controlled affiliates acquires ownership of such Invention, or permit if the Company or any of its subsidiaries or controlled affiliates licenses such Invention, pursuant to be incorporated, Prior Inventions in the provisions of a separate agreement entered into by the Company or any Company Inventions without the Company’s prior written consentof its subsidiaries or controlled affiliates with me or any other person.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to to 1. whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this AgreementSection 2. To preclude any possible uncertaintyuncertainly, I have set forth on Exhibit A (Previous Prior Inventions) attached hereto to this Agreement a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties panics, and that I wish to have excluded from the die scope of this Agreement (collectively referred to as collectively. “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall will have a nonexclusive, royalty-free, irrevocable, perpetual, fully- paid. worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use make derivative works of, publicly perform, use. sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, . Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company Employer are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B-2 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the CompanyEmployer, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B-2 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B-2 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the CompanyEmployer, I incorporate a Prior Invention into a Company Employer product, process or machine, the Company Employer 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Employer Inventions without the Company’s Employer's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I Inventions made prior to the commencement of my Employee’s employment with the Company and not within the scope of Employee’s services to the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto Employee shall provide a complete written list of all Inventions that I haveconceived, alone developed, or reduced to practice by Employee, either solely or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my Employee’s employment with the Company, that I consider Employee considers to be my property or the property of Employee or a third parties and that I wish party (such as a prior employer), which list will be attached as Exhibit B to have excluded from the scope of this Agreement (collectively referred to as collectively, “Prior Inventions”). If Employee’s confidentiality obligations preclude disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreementan Invention, I understand that I am not to list such Prior Inventions in Exhibit A but am Employee will disclose only to disclose a cursory name for each such inventionthe Invention, a listing of the party(ies) to whom it belongs the Invention belongs, and the fact a note that full further disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purposeprecluded by Employee’s confidentiality obligations. If no such disclosure is attachedEmployee does not complete Exhibit B to this Agreement, I represent then Employee represents that there are no Prior Inventions. If, Employee will not incorporate any Prior Inventions or Excluded Works into any work done for the Company unless Employee owns all the rights in that Prior Invention or Excluded Work necessary to grant a license or transfer those rights to the course of my employment with Company. If Employee incorporates any Prior Invention or Excluded Work into any work done for the Company, I incorporate a Prior Invention into a Company product, process or machine, then Employee hereby grants the Company is hereby granted and shall have a nonexclusivenon-exclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicenseessublicense) to make, have made, modify, use use, and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, Invention or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentExcluded Work.

Prior Inventions. Inventions, if any, patented (a) On Exhibit A to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (ii) may relate to Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on Exhibit A to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention Invention(s) would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions Invention(s) in Exhibit A B, but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment engagement with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A 1 (Previous Prior Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment engagement with the Company, that I consider to be my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A 1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A 1 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment engagement with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, fully-paid, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use make derivative works of, publicly perform, use, sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I l will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the the 1. commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B-2 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B-2 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B-2 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit Appendix A (Previous Prior Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit Appendix A but am only to disclose a cursory name for each such invention, a listing of the party(ies) parties to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit Appendix A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machinemachine of the Company or an Affiliate, the Company and such Affiliate 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Attached hereto as Appendix B is a list describing all original works of authorship, Inventions, if any, patented and trade secrets which were made by Principal or unpatented, which I made acquired by Principal prior to the commencement of my employment with the Company are excluded from the scope date of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I havewhich belong to Principal, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior and which are not assigned to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me Principal to violate any prior confidentiality agreement, I understand Principal understands that I am he or she is not to list such Prior Inventions in Exhibit A Appendix B, but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs belongs, and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent Principal represents that there are no such Prior InventionsInventions exist. If, Principal acknowledges and agrees that if Principal uses any of Principal's Prior Inventions in the course scope of my employment with the Relationship, or includes or incorporates any Prior Invention in any Assigned Invention, product, process, machine, or service of the Company, I incorporate a Prior Invention into a Company product, process or machine, Principal hereby grants to the Company is hereby granted and shall have a nonexclusive, royalty-freeperpetual, irrevocable, perpetualnonexclusive, worldwide worldwide, fully-paid, and royalty-free license (with rights the right to sublicense through multiple tiers of sublicensees) ), without any further action required by either party, to use, disclose, make, have made, sell, copy, distribute, modify, use and sell create works based on, perform, or display such Prior InventionInventions. Notwithstanding the foregoing, I agree Principal agrees that I he or she will not incorporateuse any of his or her Prior Inventions in the scope of the Relationship, or include or incorporate any Prior Invention in any Assigned Invention, product, process, machine, or service of the Company, or permit them to be incorporated, Prior Inventions used or included in any Company Inventions Assigned Invention, product, process, machine, or service of the Company, without the Company’s 's prior written consent. If, at any time, a court or other tribunal rules that Principal's assignment under this paragraph is ineffective or unenforceable for any reason, Principal agrees to perform all actions necessary to assign the Assigned Inventions.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B-2 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B-2 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B-2 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with or engagement as a consultant to the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with or engagement as a consultant to the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with or engagement as a consultant to the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) party or parties to whom it belongs belongs, and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such such 1. inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto hereto, and incorporated herein by reference, a complete list of all Inventions inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as collectively, “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) party to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (as defined below) without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on The Executive has disclosed at Exhibit A (Previous Inventions) attached hereto B a complete list of all Inventions Intellectual Property and Germplasm that I havethe Executive has, or has caused to be, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceiveddeveloped, developed or reduced to practice prior to the commencement of my the Executive’s employment with by the Company, that I consider in which the Executive has an ownership interest or which the Executive has a license to be my property or the property of third parties use, and that I wish the Executive wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such no Prior Inventions are listed in Exhibit A but am only to disclose a cursory name for each such inventionB, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent Executive warrants that there are no Prior Inventions. IfThe Executive represents and warrants that, other than as disclosed under Exhibit B, the Executive does not possess any Intellectual Property or Germplasm of any third party, including but not limited to any prior employer or competitor of the Company, and the Executive shall not acquire or use the Intellectual Property or Germplasm of any third party in the course of my employment with performing duties pursuant to this Agreement. The Executive agrees that the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I Executive will not incorporate, or permit to be incorporated, Prior Inventions Inventions, including Germplasm, in any Company Inventions without Invention and not to bring the Germplasm of any third party onto Company premises. Notwithstanding the foregoing, if in the course of the Executive’s employment with the Company, the Executive incorporates a Prior Invention into a Company process, machine, Company Invention or other work, the Executive shall, as a condition to such incorporation (i) seek the CEO’s prior written consentconsent to such incorporation of Prior Inventions into such process, machine, Company Invention or other work; and (ii) grant the Company a non-exclusive, perpetual, fully-paid and royalty-free, irrevocable and worldwide license, with rights to sublicense through multiple levels of sub-licensees, 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 Invention. The Executive agrees that the Executive’s failure to obtain the CEO’s prior consent shall not affect the grant of license relating to Prior Inventions as specified under this Section 6.2(f).

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with services to the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with services to the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented (a) On the signature page to this Agreement is a list describing any Inventions that (i) arc owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertaintyby Company, I have set forth on Exhibit A and (Previous Inventionsii) attached hereto a complete list of all Inventions that I havemay relate to Company's business or actual or demonstrably anticipated research or development, alone or jointly with others, conceived, developed or reduced to practice or caused and (iii) arc not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “«Prior Inventions”inventions"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant. that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the or if I include any Prior Inventions and/or Nonassignable Inventions in any productor service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise 261783179 v5 Employee Con.fideutial lufonnatioo aod hw ntiom:,\.<t:-tig.nmcnt Agrc.emcnl t>agc1 be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a '•License Event'), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers levels of sublicensees) subliccenseces, 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license staled above. For purposes of this paragraph, "Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. I hereby confirm that all rights that I may have in any and all Inventions, are in the sole ownership of the Company. I hereby transfer and assign in whole to the Company any and all of my rights, title and interest in any and all Inventions. If ever any doubt shall arise as to the Company’s rights or title in the Property Rights and it shall be asserted that I, allegedly, am the owner of any such rights or title, then I hereby irrevocably transfer and assign in whole to the Company without any further royalty or payment any and all of my rights, title and interest in any and all Inventions I have attached hereto as Schedule A, a complete list of all inventions to which I claim ownership (the “Prior Inventions”) and that I desire to remove from the operation of this Agreement, and I acknowledge and agree that such list is complete. If no such list is attached to this Agreement, I represent that I have no such Inventions at the time of signing this Agreements. The Prior Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-freetree, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. (a) Attached hereto as Exhibit A is a list describing all Inventions, if any, patented that (a) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (b) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I acknowledge and agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), I will immediately so notify Company in writing. Unless Company and I agree otherwise in writing as to particular Prior Inventions or Nonassignable Invention, I hereby granted grant to Company, (whether or not I give Company notice as required above), a non-exclusive, perpetual, transferable, fully-paid and shall have a nonexclusive, royalty-free, irrevocableirrevocable and worldwide license, perpetual, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, exercise any and all present or permit to be incorporatedfuture rights in, Prior Inventions and Nonassignable Inventions, provided that the foregoing license shall only apply in connection with a License Event. To the extent that any Company third parties have any rights in or to any Prior Inventions without or any Nonassignable Inventions, I hereby represent and warrant that such third party or parties have validly and irrevocably granted to me the Company’s prior written consentright to grant the license stated above.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To To 1. preclude any possible uncertainty, I have set forth on Exhibit A EXHIBIT B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”"PRIOR INVENTIONS"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A EXHIBIT B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A EXHIBIT B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented (a) On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, (ii) may relate to Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers levels of sublicensees) , to reproduce, make derivative works of, digitally transmit, distribute, publicly perform, and publicly display in any form or medium (whether now known or later developed), make, have made, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A C-2 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A C-2 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A C-2 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented (i) On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (ii) may relate to Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (ii) I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertaintyuncertainty with respect to Inventions, I have set VAMI shall deliver, and cause the Assigned Consultant to deliver, within 30 calendar days of the Effective Date, a schedule (the “Prior Inventions Schedule”) setting forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions prior inventions, discoveries, improvements, or works of authorship that I haveVAMI or the Assigned Consultant has, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my the Assigned Consultant ’s employment with the Company, that I consider the Assigned Consultant considers to be my Consultant ’s property or the property of third parties and that I wish VAMI or the Assigned Consultant wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me VAMI or the Assigned Consultant to violate any prior confidentiality agreement, I understand the Assigned Consultant understands that I am the Assigned Consultant is not to list such Prior Inventions in Exhibit A such attachment but am is only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attachedIF NO SUCH DISCLOSURE IS ATTACHED, I represent that there are no Prior InventionsCONSULTANT REPRESENTS AND WARRANTS THAT THERE ARE NO PRIOR INVENTIONS. If, in the course of my employment with the Assigned Consultant ’s engagement by the Company, I incorporate VAMI or the Assigned Consultant incorporates a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I VAMI or the Assigned Consultant agree that I neither VAMI nor the Assigned Consultant will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions inventions without the Company’s prior written consent.

Prior Inventions. InventionsInventions which are the subject of a pending patent application or issued patent, if any, patented or unpatented, which I made and have been reduced to practice prior to the commencement of my employment with the Company Company, are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) B, attached hereto hereto, a complete list of all Inventions inventions, listed by Country filed patent number, that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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 have modified, use, have used, sell, have sold, import and sell have imported such Prior InventionInvention as part of or in connection with such product, process or machine, unless a portion is restricted by a prior obligation, in which case such portion may be excluded. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, in whole or in part, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented (a) On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, (ii) may relate to Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. InventionsInventions which are the subject of a pending patent application or issued patent, if any, patented or unpatented, which I made and have been reduced to practice prior to the commencement of my employment with the Company Company, are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) B, attached hereto hereto, a complete list of all Inventions inventions, listed by Country filed patent number, that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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 have modified, use, have used, sell, have sold, import and sell have imported such Prior InventionInvention unless a portion is restricted by a prior obligation, in which case such portion may be excluded. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, in whole or in part, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I Consultant made prior to the commencement of my employment with the Company Service Period are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have Consultant has set forth on Exhibit A Attachment B (Previous Inventions) attached hereto a complete list of all Inventions that I have, Consultant has or caused to be (alone or jointly with others, conceived, developed or reduced to practice or caused to be ) conceived, developed or reduced to practice prior to the commencement of my employment with the CompanyService Period, that I consider Consultant considers to be my his property or the property of third parties and that I wish Consultant wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If such disclosure of any such Prior Invention would cause me Consultant to violate any prior confidentiality agreement, I understand that I am Consultant shall not to list such Prior Inventions in Exhibit A Attachment B but am only to disclose a cursory name for each such inventionInvention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A Attachment B for such purpose. If no such disclosure is attached, I represent Consultant represents that there are no Prior Inventions. If, in during the course of my employment with the CompanyService Period, I incorporate Consultant incorporates a Prior Invention into a Company Corporation product, process or machine, the Company Corporation 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. Notwithstanding the foregoing, I agree Consultant agrees that I he will not incorporate, or permit to be incorporated, Prior Inventions in any Company Corporation Inventions without the CompanyCorporation’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with by the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with by the Company, that I consider to be my property or the property of third parties parties, and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with by the Company, I incorporate a Prior Invention into a Company Group product, process process, material or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, fully-paid, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use make derivative works of, publicly perform, publicly perform, use, sell, import, and sell exercise any and all present and future rights in such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented (a) On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (ii) may relate to Company's business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a "License Event'), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, "Prior Inventions" includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consentthis Agreement.

Prior Inventions. I hereby confirm that all rights that I may have in any and all Inventions, are in the sole ownership of the Company. I hereby transfer and assign in whole to the Company any and all of my rights, title and interest in any and all Inventions. If ever any doubt shall arise as to the Company’s rights or title in the Property Rights and it shall be asserted that I, allegedly, am the owner of any such rights or title, then I hereby irrevocably transfer and assign in whole to the Company without any further royalty or payment any and all of my rights, title and interest in any and all Inventions I have attached hereto as Schedule A, a complete list of all inventions to which I claim ownership (the “Prior Inventions”) and that I desire to remove from the operation of this Agreement, and I acknowledge and agree that such list is complete. If no such list is attached to this Agreement, I represent that I have no such Inventions at the time of signing this Agreements. The Prior Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions related to the business of the Company as of the date of this Agreement that I have, alone or jointly with others, conceived, developed developed, or reduced to practice or caused to be conceived, developed developed, or reduced to practice prior to or after the commencement of my employment relationship with the Company, and that I consider to be my property or the property of third parties and that I wish to have shall be excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention Inventions would cause me to violate any prior confidentiality agreementobligation to which I am subject, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(iesparty (or parties) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attachedIF EXHIBIT A IS LEFT BLANK OR IF NO SUCH DISCLOSURE IS ATTACHED, I represent that there are no Prior InventionsREPRESENT THAT THERE ARE NO PRIOR INVENTIONS. If, in the course of my employment relationship with the Company, I incorporate a Prior Invention into a Company product, process process, or machine, the Company 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 use, and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Section ‎3.3 below will not apply with respect to Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment engagement with the Company are excluded Company. I have attached hereto, as Annex 1, a complete list of: (i) all Inventions to which I claim ownership and desire to remove from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A and acknowledge that such list is complete (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of , and (ii) any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purposeimprovement, development, concept, discovery or other proprietary information owned by me or in which I have an interest (“CEO Proprietary Information”). If no such disclosure list is attachedattached to this Agreement, I hereby represent that there are I have no such Prior InventionsInventions or CEO Proprietary Information at the time of this Agreement. I agree that I will not incorporate, or permit to be incorporated, any Prior Invention or CEO Proprietary Information in any Company product, process, machine or service without the Company’s prior written consent. If, in the course of my employment with the Company, I incorporate a any Prior Invention or CEO Proprietary Information into a any Company product, process process, machine or machineservice, then the Company 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, import, export, modify, reproduce, display, publish, distribute, make available, use and sell such Prior Invention. Notwithstanding Invention or Service Provider Proprietary Information (including through third parties on behalf of the foregoingCompany), in any manner and in any media, unless otherwise agreed in writing between me and the Company.. I agree hereby represent and undertake that none of my previous employers or any entity with whom I was engaged, has any rights in any such Prior Inventions or CEO Proprietary Information and I am not subject to any limitations with respect to being engaged in the proposed business of the Company and/or my employment with the Company and such employment with the Company will not incorporate, cause a breach of any of my agreements with the prior employers or permit to be incorporated, Prior Inventions entities or grant any of them any right in any Company Inventions without the Company’s prior written consentresults of my work.

Prior Inventions. (a) Attached hereto as Exhibit A is a list describing all Inventions, if any, patented that (a) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (b) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior Inventions. If, Inventions exist as of the date of this Agreement. (b) I acknowledge and agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), I will immediately so notify Company in writing. Unless Company and I agree otherwise in writing as to particular Prior Inventions or Nonassignable Invention, I hereby granted grant to Company, (whether or not I give Company notice as required above), a non-exclusive, perpetual, transferable, fully-paid and shall have a nonexclusive, royalty-free, irrevocableirrevocable and worldwide license, perpetual, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, exercise any and all present or permit to be incorporatedfuture rights in, Prior Inventions and Nonassignable Inventions, provided that the foregoing license shall only apply in connection with a License Event. To the extent that any Company third parties have any rights in or to any Prior Inventions without or any Nonassignable Inventions, I hereby represent and warrant that such third party or parties have validly and irrevocably granted to me the Company’s prior written consent.right to grant the license stated above. 174580400 v7

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth Employee has disclosed on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have(i) Employee has, or Employee has caused to be, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my beginning his employment with the Company, (ii) in which Employee has an ownership interest or that I consider Employee has a license to be my property or the property of third parties use, and (iii) that I wish Employee wishes to have excluded exclude from the scope of this Agreement (collectively referred to as collectively, “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Employee has listed no Prior Inventions in Exhibit A but am only to disclose a cursory name for each such inventionA, a listing of the party(ies) to whom it belongs and the fact Employee warrants that full disclosure as to such inventions he has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted Employee represents 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. Notwithstanding the foregoing, I agree warrants that I will he did not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (defined below) without the Company’s prior written consent. If, in the course of Employee’s employment with the Company, Employee incorporated a Prior Invention into a Company process, machine or other work, Employee hereby grants the Company a non-exclusive, 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 Invention, all without need to account to Employee in any way for such uses. c.Assignment of the Company Inventions. “Company Inventions” are Inventions assigned to the Company or to a third party as directed by the Company. Except for Inventions listed on Exhibit A and except for Inventions that Employee can prove qualify fully under the provisions of a Specific Inventions Law (as defined below), Employee hereby assigns (as of when any such Inventions or Intellectual Property Rights was first conceived, first reduced to practice, or first fixed in a tangible medium, as applicable) to the Company all of Employee’s right, title, and interest in and to any and Page 7 of 15 all Inventions (and all Intellectual Property Rights with respect thereto) Employee made, conceived, reduced to practice or learned, either alone or with others, during the period of Employee’s employment by the Company. Though the Company may ask Employee to sign specific assignments after the date of this Agreement, the assignment in this Agreement is automatically effective with respect to any and all prior Inventions without need for further documentation. Employee agrees, as the Company directs, to assign all of Employee’s right, title, and interest in and to any particular Company Invention to a third party, including without limitation the United States government.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be /s/ JSM Initial 1. conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention Invention(s) would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions Invention(s) in Exhibit A B, but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with for the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto to this Agreement a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such these Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such the inventions has not been made for that reason. A space is provided on Exhibit A for such this purpose. If no such disclosure is attached, I represent and warrant that there are no Prior Inventions. If, in the course of my employment with for the Company, I incorporate a Prior Invention into a Company product, process or machine, I hereby grant the Company, and the Company is hereby granted has and shall have will have, a nonexclusive, royalty-free, fully paid up, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use have modified, use, have used, sell and sell such have sold the Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (as defined in Section 2.3 below) without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, . I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented On the signature page to this Agreement is a list describing any Inventions that (i) are owned by me or unpatented, in which I have an interest and that were made or acquired by me prior to the commencement my date of my first employment with the Company by Company, and (ii) may relate to Company’s business or actual or demonstrably anticipated research or development, and (iii) are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused not to be conceived, developed or reduced assigned to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement Company (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure list is attached, I represent and warrant that there are no Inventions that would be classified as Prior InventionsInventions exist as of the date of this Agreement. If, I agree that if I use any Prior Inventions and/or Nonassignable Inventions in the course scope of my employment with the employment, or if I include any Prior Inventions and/or Nonassignable Inventions in any product or service of Company, I incorporate a or if my rights in any Prior Invention into a Company productInventions and/or any Nonassignable Inventions may block or interfere with, process or machinemay otherwise be required for, the exercise by Company is of any rights assigned to Company under this Agreement (each, a “License Event”), (i) I will immediately notify Company in writing, and (ii) unless Company and I agree otherwise in writing, I hereby granted and shall have grant to Company a nonexclusivenon-exclusive, perpetual, transferable, fully-paid, royalty-free, irrevocable, perpetualworldwide license, worldwide license (with rights to sublicense through multiple tiers 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, modifyuse, use sell, import, offer for sale, and sell exercise any and all present or future rights in, such Prior InventionInventions and/or Nonassignable Inventions. Notwithstanding To the foregoingextent that any third parties have any rights in or to any Prior Inventions or any Nonassignable Inventions, I agree represent and warrant that I will such third party or parties have validly and irrevocably granted to me the right to grant the license stated above. For purposes of this paragraph, “Prior Inventions” includes any Inventions that would be classified as Prior Inventions, whether or not incorporate, or permit they are listed on the signature page to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.this Agreement.‌

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company J.X. Xxxxxxx, are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto the last page of this Agreement a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the CompanyJ.X. Xxxxxxx, that I consider to be my property or the other’s property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A below but am only to disclose a cursory name for each such invention, a listing of the party(ies) party to whom it belongs belongs, and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A below for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the CompanyJ.X. Xxxxxxx, I incorporate a Prior Invention into a Company J.X. Xxxxxxx product, process or machine, the Company J.X. Xxxxxxx 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. Notwithstanding the foregoingpreceding sentence, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company J.X. Xxxxxxx Inventions without the Company’s J.X. Xxxxxxx’ prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicenseessublicenses) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention Invention(s) would cause me to violate any prior confidentiality agreement, I understand that I am not to list List such Prior Inventions Invention(s) in Exhibit A B, but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A C (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A C but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A C for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocablein-evocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Prior Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) party or parties to whom it belongs belongs, and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no I do not attach such disclosure is attacheddisclosure, I represent am representing thereby that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention (whether or not such Prior Invention is listed in Exhibit A) into a product, compound, composition of matter, chemical structure, biological material, formulation, method, process or machine of the Company or any of its subsidiaries or controlled affiliates, or I in any way otherwise use, or make available for use, a Prior Invention (whether or not such Prior Invention is listed in Exhibit A) in connection with the research, development, manufacture, use or commercialization of any such product, compound, composition of matter, chemical structure, biological material, formulation, method, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-royalty free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to research, cause to be researched, develop, cause to be developed, make, have cause to be made, modify, use cause to be modified, use, cause to be used and sell or otherwise commercialize, or cause to be sold or otherwise commercialized, such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (as defined in Section 2.3 below), or in any product, compound, composition of matter, chemical structure, biological material, formulation, method, process or machine of the Company or any of its subsidiaries or controlled affiliates, without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A EXHIBIT A-1 (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”"PRIOR INVENTIONS"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A A-1 but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A A-1 for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.

Prior Inventions. InventionsThe Executive has disclosed in Exhibit B, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions Intellectual Property and/or Germplasm that I havethe Executive has, or has caused to be, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceiveddeveloped, developed or reduced to practice prior to the commencement of my employment with his/her engagement by the Company, that I consider in which the Executive has an ownership interest or which he/she has a license to be my property or the property of third parties use, and that I wish the Executive wishes to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such no Prior Inventions are listed in Exhibit A but am only to disclose a cursory name for each such inventionB, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent Executive warrants that there are no Prior Inventions. IfExecutive represents and warrant that other than as disclosed under Exhibit B, he/she does not possess any Intellectual Property or Germplasm of any third party, including but not limited to any prior employer or competitor of the Company, and he/she shall not acquire and/or use Intellectual Property or Germplasm of any third party in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license (with rights performing duties pursuant to sublicense through multiple tiers of sublicensees) to make, have made, modify, use and sell such Prior Inventionthis Agreement. Notwithstanding the foregoing, I agree The Executive agrees that I he/she will not incorporate, or permit to be incorporated, Prior Inventions Inventions, including Germplasem, in any Company Inventions without and not to bring any Germplasm of any third party onto Company premises. Notwithstanding the foregoing, if, in the course of the Executive’s engagement with the Company’s , the Executive incorporates a Prior Invention into a Company process, machine, Company Inventions or other work, the Executive shall, as a condition to such incorporation (i) seek the Company's prior written consentconsent to such incorporation of Prior Inventions into such process, machine, Company Invention or other work; and (ii) grant the Company a non-exclusive, perpetual, fully-paid and royalty-free, irrevocable and worldwide license, with rights to sublicense through multiple levels of sub-licensees, 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 Invention. The Executive agrees that his/her failure to obtain the Company's prior consent shall not affect the grant of license relating to Prior Inventions as specified under this Section 2.5.

Prior Inventions. Inventions, if any, patented Executive acknowledges that he or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have she has set forth on Exhibit A D (Previous Disclosure of Prior Inventions) attached hereto a complete list of all Inventions that I haveExecutive has, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my Executive's employment with the Company, Company that I consider Executive considers to be my his or her property or the property of third parties and that I wish Executive wishes to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me Executive to violate any prior confidentiality agreement, I understand Executive understands that I am he or she is not to list such Prior Inventions in Exhibit A D but am is only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A D for such purpose. If no such disclosure is attached, I represent Executive represents that there are no Prior Inventions. If, in the course of my Executive's employment with the Company, I incorporate Executive incorporates a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree Executive agrees that I he or she has and will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions (defined below) without the Company’s 's prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A B (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “Prior Inventions”). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A B but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A B for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, royalty-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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s prior written consent.

Prior Inventions. Inventions, if any, patented or unpatented, which I made prior to the commencement of my employment with the Company are excluded from the scope of this Agreement. To preclude any possible uncertainty, I have set forth on Exhibit A (Previous Inventions) attached hereto a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced reduced 1. to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with the Company, that I consider to be my property or the property of third parties and that I wish to have excluded from the scope of this Agreement (collectively referred to as “"Prior Inventions”"). If disclosure of any such Prior Invention would cause me to violate any prior confidentiality agreement, I understand that I am not to list such Prior Inventions in Exhibit A but am only to disclose a cursory name for each such invention, a listing of the party(ies) to whom it belongs and the fact that full disclosure as to such inventions has not been made for that reason. A space is provided on Exhibit A for such purpose. If no such disclosure is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company 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. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Inventions without the Company’s 's prior written consent.