THE INVENTIONS AND ALL PATENTS THAT MAY ISSUE THEREON IN ANY AND ALL COUNTRIES,
WHETHER DURING OR SUBSEQUENT TO THE EMPLOYMENT TERM, TOGETHER WITH THE RIGHT TO
FILE, IN THE EXECUTIVE'S NAME OR IN THE NAME OF THE COMPANY (OR ITS DESIGNEE),
APPLICATIONS FOR PATENTS AND EQUIVALENT RIGHTS (THE "APPLICATIONS").
THE
EXECUTIVE SHALL, AT ANY TIME DURING AND SUBSEQUENT TO THE EMPLOYMENT TERM, MAKE
SUCH APPLICATIONS, SIGN SUCH PAPERS, TAKE ALL RIGHTFUL OATHS, AND PERFORM ALL
ACTS AS MAY BE REQUESTED FROM TIME TO TIME BY THE COMPANY WITH RESPECT TO THE
INVENTIONS, AND THE EXECUTIVE SHALL ALSO EXECUTE ASSIGNMENTS TO THE COMPANY (OR
ITS DESIGNEE) OF THE APPLICATIONS, AND GIVE THE COMPANY AND ITS ATTORNEYS ALL
REASONABLE ASSISTANCE (INCLUDING THE GIVING OF TESTIMONY) TO OBTAIN THE
INVENTIONS FOR ITS BENEFIT, ALL WITHOUT ADDITIONAL COMPENSATION TO THE EXECUTIVE
FROM THE COMPANY, BUT, IN EACH CASE, ENTIRELY AT THE COMPANY'S EXPENSE.
THE
EXECUTIVE SHALL ALSO PROVIDE ANY INFORMATION, SUCH AS PASSWORDS OR CODES,
NECESSARY TO ALLOW THE COMPANY TO FULLY UTILIZE ITS PROPERTY.
9
(C)
IN ADDITION, THE INVENTIONS WILL BE DEEMED
WORK FOR HIRE, AS SUCH TERM IS DEFINED UNDER THE COPYRIGHT LAW OF THE UNITED
STATES, ON BEHALF OF THE COMPANY AND THE EXECUTIVE AGREES THAT THE COMPANY WILL
BE THE SOLE OWNER OF THE INVENTIONS, AND ALL UNDERLYING RIGHTS THEREIN, IN ALL
MEDIA NOW KNOWN OR HEREINAFTER DEVISED, THROUGHOUT THE UNIVERSE AND IN
PERPETUITY WITHOUT ANY FURTHER OBLIGATIONS TO THE EXECUTIVE.
IF THE INVENTIONS,
OR ANY PORTION THEREOF, ARE DEEMED NOT TO BE WORK FOR HIRE, THE EXECUTIVE HEREBY
IRREVOCABLY CONVEYS, TRANSFERS AND ASSIGNS TO THE COMPANY, ALL RIGHTS, IN ALL
MEDIA NOW KNOWN OR HEREINAFTER DEVISED, THROUGHOUT THE UNIVERSE AND IN
PERPETUITY, IN AND TO THE INVENTIONS, INCLUDING WITHOUT LIMITATION, ALL OF THE
EXECUTIVE'S RIGHTS, TITLE AND INTERESTS IN THE COPYRIGHTS (AND ALL RENEWALS,
REVIVALS AND EXTENSIONS THEREOF) TO THE INVENTIONS, INCLUDING WITHOUT
LIMITATION, ALL RIGHTS OF ANY KIND OR ANY NATURE NOW OR HEREAFTER RECOGNIZED,
INCLUDING WITHOUT LIMITATION, THE UNRESTRICTED RIGHT TO MAKE MODIFICATIONS,
ADAPTATIONS AND REVISIONS TO THE INVENTIONS, TO EXPLOIT AND ALLOW OTHERS TO
EXPLOIT THE INVENTIONS AND ALL RIGHTS TO SUE AT LAW OR IN EQUITY FOR ANY
INFRINGEMENT, OR OTHER UNAUTHORIZED USE OR CONDUCT IN DEROGATION OF THE
INVENTIONS, KNOWN OR UNKNOWN, PRIOR TO THE DATE HEREOF, INCLUDING WITHOUT
LIMITATION THE RIGHT TO RECEIVE ALL PROCEEDS AND DAMAGES THEREFROM.
IN
ADDITION, THE EXECUTIVE HEREBY WAIVES ANY SO-CALLED "MORAL RIGHTS" WITH RESPECT
TO THE INVENTIONS.
(D)
THE EXECUTIVE HEREBY WAIVES ANY AND ALL
CURRENTLY EXISTING AND FUTURE MONETARY RIGHTS IN AND TO THE INVENTIONS AND ALL
PATENTS THAT MAY ISSUE THEREON, INCLUDING, WITHOUT LIMITATION, ANY RIGHTS THAT
WOULD OTHERWISE ACCRUE TO THE EXECUTIVE'S BENEFIT BY VIRTUE OF THE EXECUTIVE
BEING AN EMPLOYEE OF, OR OTHER SERVICE PROVIDER TO, THE COMPANY.
14.
COOPERATION.
SUBJECT TO THE EXECUTIVE'S
REASONABLE BUSINESS COMMITMENTS, THE EXECUTIVE AGREES THAT DURING, AND WITHIN
TWO (2) YEARS AFTER, THE EMPLOYMENT TERM, THE EXECUTIVE SHALL, AT THE REQUEST OF
THE COMPANY,