Exhibit 10(o)(o)


 


HP Agreement Regarding Confidential Information and Proprietary
Developments


For Incumbent Employee Working in Texas


 


	
  Name
  (Type or Print):

  	
   

  



 


1.             Consideration
and Relationship to Employment. 
As a condition of my continued employment with Hewlett-Packard Company
or one of its affiliates or subsidiaries (collectively, “HP”), I knowingly
agree to restrictions provided for below that will apply during and after my
employment by HP.  I understand, however,
that nothing relating to this Agreement will be interpreted as a contract or
commitment whereby HP is deemed to promise continuing employment for a
specified duration.


 


2.             Confidential
Information.  This
Agreement concerns trade secrets, confidential business and technical
information, and know-how not generally known to the public (hereinafter “Confidential
Information”) which is acquired or produced by me in connection with my
employment by HP.  Confidential
Information may include, without limitation, information on HP organizations,
staffing, finance, structure, information of employee performance, compensation
of others, research and development, manufacturing and marketing, files, keys,
certificates, passwords and other computer information, as well as information
that HP receives from others under an obligation of confidentiality.  I agree:


 


a.             to use such information only in the
performance of HP duties;


 


b.             to hold such information in
confidence and trust; and


 


c.             to use all reasonable precautions
to assure that such information is not disclosed to unauthorized persons or
used in an unauthorized manner, both during and after my employment with HP.


 


I
further agree that any organizational information or staffing information
learned by me in connection with my employment by HP is the Confidential
Information of HP, and I agree that I will not share such information with any
recruiters or any other employers, either during or subsequent to my employment
with HP; further, I agree that I will not use or permit use of such as a means
to recruit or solicit other HP employees away from HP (either for myself or for
others).


 


3.             Proprietary
Developments.  This
Agreement also concerns inventions and discoveries (whether or not patentable),
designs, works of authorship, mask works, improvements, data, processes,
computer programs and software (hereinafter called “Proprietary Developments”)
that are conceived or made by me alone or with others while I am employed by HP
and that relate to the research and development or the business of HP, or that
result from work performed by me for HP, or that are developed, in whole or in
part, using HP’s equipment, supplies, facilities or trade secrets
information.  Such Proprietary
Developments are the sole property of HP, and I hereby assign and transfer all
rights in such Proprietary Developments to HP. 
I also agree that any works of authorship created by me shall be deemed
to be “works made for hire.”  I further
agree for all Proprietary Developments:


 


a.             to disclose them promptly to HP;


 

















 


b.             to sign any assignment document to
formally perfect and confirm my assignment of title to HP;


 


c.             to assign any right of recovery for
past damages to HP; and


 


d.             to execute any other documents
deemed necessary by HP to obtain, record and perfect patent, copyright, mask
works and/or trade secret protection in all countries, in HP’s name and at HP’s
expense.


 


I
understand that HP may delegate these rights. 
I agree that, if requested, my disclosure, assignment, execution and
cooperation duties will be provided to the entity designated by HP.


 


In
compliance with prevailing provisions of relevant state statutes,* this
Agreement does not apply to an invention for which no equipment, supplies,
facility or trade secret information of the employer was used and which was
developed entirely on the employee’s own time, unless (a) the invention
relates (i) to the business of the employer  or (ii) to the employer’s actual or
demonstrably anticipated research or development, or (b) the invention
results from any work performed by the employee for the employer.


 


4.             Respect
for Rights of Former Employers. 
I agree to honor any valid disclosure or use restrictions on information
or intellectual property known to me and received from any former employers or
any other parties prior to my employment by HP. 
I agree that without prior written consent of such former employers or
other parties, I will not knowingly use any such information in connection with
my HP work or work product, and I will not bring onto the premises of HP any
such information in whatever tangible or readable form.


 


5.             Work
Product.  The product of
all work performed by me during and within the scope of my HP employment
including, without limitation, any files, presentations, reports, documents,
drawings, computer programs, devices and models, will be the sole property of
HP.  I understand that HP has the sole
right to use, sell, license, publish or otherwise disseminate or transfer
rights in such work product.


 


6.             HP Property.  I will not remove any HP property from HP
premises without HP’s permission.  Upon
termination of my employment with HP, I will return all HP property to HP
unless HP’s written permission to keep it is obtained.


 


7.             Severability;
Authority for Revision.  The provisions of this Agreement will be
separately construed.  If any provision
contained in this Agreement is determined to be void, illegal or unenforceable,
in whole or in part, then the other provisions contained herein will remain in
full force and effect as if the provision so determined had not been contained
herein.  If the restrictions provided in
this Agreement are deemed unenforceable as written, the parties expressly
authorize the court to revise, delete, or add to such restrictions to the
extent necessary to enforce the intent of the parties and to provide HP’s
Confidential Information, Proprietary Developments and other business interests
with effective protection.  The title and
paragraph headings in this Agreement are provided for convenience of reference
only, and shall not be considered in determining its meaning, intent or
applicability.  This Agreement will inure
to the benefit of the parties’ heirs, successors and assigns.


 


 


2

















 


 


8.             Governing Law.  This Agreement will be governed by the laws
of the state in which I reside at the time of its enforcement.


 


 


 


	
  Signature:

  	
   

  
	
   

  
	
  Date:

  	
   

  



 


*Including:  California Labor Code Section 2870;  Delaware Code Title 19 Section 805;  Illinois 765ILCS1060/1-3, “Employees Patent
Act”;  Kansas Statutes Section 44-130;
Minnesota Statutes 13A Section 181.78; 
North Carolina General Statutes Article 10A, Chapter 66, Commerce
and Business, Section 66-57.1;  Utah
Code Sections 34-39-l through 34-39-3, “Employment Inventions Act”; Washington
Rev. Code, Title 49 RCW:  Labor
Regulations, Chapter 49.44.140.


 


ARCIPD
IE-TX 013008


 


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