Ownership of Ideas Copyrights and Patents Sample Clauses

Ownership of Ideas Copyrights and Patents. (a) You agree that all ideas, discoveries, creations, materials, compounds, manuscripts and properties, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, algorithms, software, mask works, methods, and formulae made, developed or improved by you in the Company’s Field of Interest whether or not reduced to practice and whether patentable, copyrightable, protectable as mask works or not, which you may conceive, reduce to practice or develop during the Term (as defined in Section 6) and for a period of one (1) year thereafter, alone or in conjunction with another, or others, and whether at the request or upon the suggestion of the Company, or otherwise, which (i) you develop as a direct result of performing consulting services for the Company under this Agreement and (ii) is not generated in the course of your activities as an employee of the Institution and is not owned by the Institution (all of the foregoing being hereinafter referred to as the “Inventions”), shall be the sole and exclusive property of the Company, and that you shall not publish any of the Inventions without the prior written consent of the Company. You hereby assign to the Company all of your right, title and interest in and to all Inventions. You agree to maintain and furnish to the Company complete and current records of all such Inventions and disclose to the Company in writing any such Inventions. Upon termination of your consulting arrangement with the Company, you shall provide to the Company in writing a full, signed statement of all Inventions in which you participated prior to termination of the consulting arrangement. You further represent and agree that to the best of your knowledge and belief none of the Inventions will violate or infringe upon any right, patent, copyright, trademark or right of privacy, or constitute libel or slander against or violate any other rights of any person, firm or corporation, and that you will use your best efforts to prevent any such violation. (b) At any time during or after the Term, you agree that you will fully cooperate with the Company, its attorneys and agents, in the preparation and filing of all papers and other documents as may be required to perfect and protect the Company’s rights in and to any of such Inventions, including, but not limited to, joining in any proceeding to obtain and enforce letters patent, copyrights, mask work registrations, trademarks or other legal rights of the United S...

Ownership of Ideas Copyrights and Patents. (a) Property of the Company. You agree that all inventions which you may conceive, reduce to practice or develop during the Term (or, if based on or related to any confidential or proprietary information of the Company, within one (1) year after the termination of such employment), alone or in conjunction with another, or others, whether during or out of regular business hours, and whether at the request or upon the suggestion of the Company, or otherwise, shall be the sole and exclusive property of the Company (the "Company inventions"), that you will promptly disclose all such inventions to the Company, and that you shall not publish any of the Company inventions without the prior written consent of the Company. You hereby assign to the Company all of your right, title and interest in and to all of the foregoing. You further agree to use your best efforts to ensure that none of the Company Inventions will violate or infringe upon any right, patent, copyright, trademark or right of privacy, or constitute libel or slander against or violate any other rights of any person, firm or corporation. You have attached hereto as Schedule A (i) a list of all inventions in which you have any right, title, or interest as of the date of your execution of this Agreement ("Other inventions"), and (ii) a list of all Other inventions made, conceived, or developed, in whole or in part, by you prior to the date of your execution of this Agreement, and you represent that Schedule A is a complete and accurate list of all Other inventions.

Ownership of Ideas Copyrights and Patents. (a) Property of the Company and/or the Company Group. All ideas, discoveries, creations, manuscripts and properties, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, methods, and formulae (collectively the “Inventions”) which may be used in the business of the Company or the Company Group, whether patentable, copyrightable or not, which you conceive, reduce to practice or develop (whether alone or in conjunction with another or others) during the period while you are employed with the Company and/or the Company Group and which in any way relate to the Company’s or the Company Group’s business will be the sole and exclusive property of the Company and/or Company Group (as applicable). You agree that you will not publish any of the Inventions without the prior written consent of the Company and the Company Group. Without limiting the foregoing, you also acknowledge that all original works of authorship which are made by you (solely or jointly with others) during and within the scope of your employment or during your employment which relate to the business of the Company or the Company Group or a Company or Company Group affiliate and which are protectable by copyright are “works made for hire” pursuant to the United States Copyright Act (17 U.S.C. Section 101). You hereby assign to the Company Group or its designee all of your right, title and interest in and to all of the foregoing. You further represent that, to the best of your knowledge and belief, none of the Inventions will violate or infringe upon any right, patent, copyright, trademark or right of privacy, or constitute libel or slander against or violate any other rights of any person, firm or corporation, and that you will use your best efforts to prevent any such violation.

Ownership of Ideas Copyrights and Patents. (a) You agree that all ideas, discoveries, creations, manuscripts and properties, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, algorithms, software, mask works, methods, and formulae made, developed or improved by you in the Fields of Interest (as defined below) whether or not reduced to practice and whether patentable, copyrightable, protectable as mask works or not, which you may conceive, reduce to practice or develop during the Term and for a period of one (1) year thereafter, alone or in conjunction with another, or others, and whether at the request or upon the suggestion of the Company, or otherwise, which (i) you develop as a direct result of performing consulting services for the Company under this Agreement (all of the foregoing being hereinafter referred to as "the Inventions"), shall be the sole and exclusive property of the Company, and that you shall not publish or publicly disclose any of the Inventions without the prior written consent of the Company. You agree to assign and hereby assign to the Company all of your right, title and interest in and to all of the foregoing. You agree to maintain and furnish to the Company complete and current records of all such Inventions and disclose to the Company in writing any such Inventions. Upon termination of your consulting arrangement with the Company, you shall provide to the Company in writing a full, signed statement of all Inventions in which you participated prior to termination of the consulting arrangement. You further represent and agree that to the best of your knowledge and belief none of the Inventions will violate or infringe upon any right, patent, copyright, trademark or right of privacy, or constitute libel or slander against or violate any other rights of any person, firm or corporation, and that you will use your best efforts to prevent any such violation.

Ownership of Ideas Copyrights and Patents. (a) The Executive agrees that all ideas, discoveries, creations, manuscripts and properties, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, methods, processes and formulae (all of the foregoing being hereinafter referred to as “the inventions”) which may be used in the business of the Company, or any of its affiliates, whether patentable, copyrightable or not, which the Executive may conceive or develop during his employment with the Company, or any of its affiliates, alone or in conjunction with another or others, whether during or out of regular business hours, and whether at the request or upon the suggestion of the Company, or any of its affiliates, or otherwise, shall be the sole and exclusive property of the Company, or any of its affiliates, and that the Executive shall not publish any of the inventions without the prior written consent of the Company. The Executive hereby assigns to the Company all of his right, title and interest in and to all of the foregoing. Notwithstanding the foregoing, the provisions of this Section 8 do not apply to inventions for which no equipment, supplies, facility, resources or Confidential Information of the Company was used and was developed entirely on the Executive’s own time, unless the invention relates to the Company’s business, to the Company’s actual or demonstrably anticipated research or development, or the invention results from any work performed by the Executive for the Company or any if its affiliates. The Executive agrees to provide the Company promptly with notice and sufficient documentation of any such inventions so that the Company may evaluate the inventions and determine whether such inventions should be assigned to the Company. (b) The Executive agrees that, at the Company’s expense, he will fully cooperate with the Company, its attorneys and agents, at any time during or after his employment, in the preparation and filing of all papers and other documents as may be required to perfect the Company’s rights in and to any of such inventions, including, but not limited to, joining in any proceeding to obtain letters patent, copyrights, trademarks or other legal rights in the United States and in any and all other countries on such inventions, provided that the Company will bear the expense of such proceedings, and that any patent or other legal rights so issued to the Executive personally, shall be assigned by the Executive to the Company.

Ownership of Ideas Copyrights and Patents a. Lauryssen agrees that he will take reasonable steps to promptly disclose all Devices to Amedica and that he will not publish any Devices, or any information with regard thereto, without the prior written consent of Amedica, which will not be unreasonably withheld. b. As between Lauryssen and Amedica, Amedica shall have the sole and exclusive right, even as to Lauryssen, to prepare, file, prosecute, obtain and maintain any and all patents and patent applications claiming any Devices. All Devices shall be the sole and exclusive property of Amedica and, subject to payment pursuant to the provisions of Section 3 hereof, and the waivers of any and all representations and warranties concerning the Devices as set forth in Subsection 10(e) below, Lauryssen hereby assigns to Amedica all of his right, title and interest in and to all of the Devices, including the intellectual property therein, which may include trade secrets, inventions, discoveries, or improvements, whether or not registerable or patentable, that are conceived, whether alone or jointly with others, during the Term of this Agreement that are a direct and specific result of the Development Services (collectively, the “Assigned Intellectual Property”). This assignment does not include any such intellectual property that pertains to: (i) neurosurgical principles in general (including products that may pertain to the same pathological conditions in the same anatomical locations that are relevant to the Devices; to (ii) other products or technologies used in neurosurgery; (iii) to proprietary concepts and inventions in which Lauryssen has any right, title, or interest as of the date of the execution of this Agreement (collectively “Prior Rights”), or (iv) to any other concept, know-how, discovery, or other intellectual property that is not within the definition of the Assigned Intellectual Property (all of the foregoing collectively, the “Retained Intellectual Property”). Lauryssen shall not be restricted from assigning, licensing, or otherwise utilizing the Retained Intellectual Property in any manner. c. Lauryssen hereby agrees to reasonably cooperate with Amedica, its attorneys and agents in the preparation and filing of all papers and other documents as may be required to perfect Amedica’s rights in and to any Devices, including, but not limited to, performing all acts reasonably deemed necessary or desirable by Amedica (both during the Term and for a period of [***********] after expiration of th...

Ownership of Ideas Copyrights and Patents. You agree that all ideas, discoveries, creations, manuscripts and properties, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, methods, biological processes, cell lines, laboratory notebooks and formulae which may be used in the business of the Company, whether patentable, copyrightable or not, which you may conceive, reduce to practice or develop during your employment with the Company (collectively, "the Inventions"), alone or in conjunction with another, or others and whether at the request or upon the suggestion of the Company, or otherwise, shall be the sole and exclusive property of the Company, and that you shall not publish any of the Inventions without the prior written consent of the Company. You hereby assign to the Company all of your right, title and interest in and to all of the foregoing. You further represent and agree that to the best of your knowledge and belief none of the Inventions will violate or infringe upon any right, patent, copyright, trademark or right of privacy, or any constitute libel or slander against or violate any other rights of any person, firm or corporation and that you will use your best efforts to prevent any such violation. You agree that you will fully cooperate with the Company, its attorneys and agents in the preparation and filing of all papers and other documents as may be required to perfect the Company's rights in and to any of such Inventions.

Ownership of Ideas Copyrights and Patents. (a) You agree that all ideas, discoveries, creations, manuscripts and properties, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, algorithms, software, mask works, methods, and formulae made, developed or improved by you in the Fields of Interest (as defined below) whether or not reduced to practice and whether patentable, copyrightable, protectable as mask works or not, which you may conceive, reduce to practice or develop during the Term and for a period of one (1) year thereafter, alone or in conjunction with another, or others, and whether at the request or upon the suggestion of the Company, or otherwise, which (i) you develop as a direct result of performing consulting services for the Company under this Agreement (all of the foregoing being hereinafter referred to as “the Inventions”), shall be the sole and exclusive property of the Company, and that you shall not publish or publicly disclose any of the Inventions without the prior written consent of the Company. You agree to assign and hereby assign to the Company all of your right, title and interest in and to all of the foregoing. You agree to maintain and furnish to the Company complete and current records of all such Inventions and disclose to the Company in writing any such Inventions. Upon termination of your consulting arrangement with the Company, you shall provide to the Company in writing a full, signed statement of all Inventions in which you participated prior to termination of the consulting arrangement. You further represent and agree that to the best of your knowledge and belief none of the Inventions will violate or infringe upon any right, patent, copyright, trademark or right of privacy, or constitute libel or slander against or violate any other rights of any person, firm or corporation, and that you will use your best efforts to prevent any such violation.

Ownership of Ideas Copyrights and Patents. You agree that all ideas discoveries, compositions of matter, creations, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, methods, formulae, software, manuscripts, memoranda, reports, works of authorship and the like, that you have heretofore discovered, conceived, created, authored, developed, reduced to practice or improved or that you hereafter discover, conceive, create, author, develop, reduce to practice or improve, alone or in conjunction with one or more other persons, whether at the request or upon the suggestion of any of the Companies or otherwise in furtherance of your employment obligations to the Company, shall be the sole and exclusive property of the Companies (all of the foregoing properties being hereinafter referred to as “Inventions”). You further agree that you shall not publish or otherwise disclose to any third party any of such Inventions without the prior written consent of the Company. You hereby assign to the Company all of your right, title and interest in and to any and all such Inventions and agree to execute any and all instruments evidencing such assignment and to fully cooperate with the companies in perfecting the Companies’ right, title and interest in and to any and all such Inventions.

Ownership of Ideas Copyrights and Patents. (a) Property of the Company. All ideas, discoveries, creations, manuscripts and properties, innovations, improvements, know-how, inventions, designs, developments, apparatus, techniques, methods, biological processes, cell lines, laboratory notebooks and formulae (collectively, the "Inventions") which may be used in the current or planned business of the Company or which in any way relates to such business, whether patentable, copyrightable or not, which you may conceive, reduce to practice or develop while you are employed hereunder (and, if based on or related to any Confidential Information, within two years after termination of such employment for any reason or for no reason), alone or in conjunction with another or others, whether during or out of regular business hours, whether or not on the Company's premises or with the use of its equipment, and whether at the request or upon the suggestion of the Company or otherwise, will be the sole and exclusive property of the Company, and that you will not publish any of the Inventions without the prior written consent of the Company. Without limiting the foregoing, you also acknowledge that all original works of authorship which are made by you (solely or jointly with others) within the scope of your employment or which relate to the business of the Company and which are protectable by copyright are "works made for hire" pursuant to the United States Copyright Act (17 U.S.C. Section 101). You will promptly disclose to the Company all of the foregoing and you hereby assign to the Company all of your right, title and interest in and to all of the