WHICH THE COMPANY DOES BUSINESS TO THE SAME EXTENT AS IF IT
WERE COMPANY CONFIDENTIAL INFORMATION.
CONSULTANT WILL NOT, DURING HIS
CONSULTING WITH THE COMPANY OR OTHERWISE, USE OR DISCLOSE TO THE COMPANY ANY
CONFIDENTIAL, TRADE SECRET, OR OTHER PROPRIETARY INFORMATION OR MATERIAL OF ANY
PREVIOUS EMPLOYER OR OTHER PERSON, AND WILL NOT BRING ONTO THE COMPANY'S
PREMISES ANY UNPUBLISHED DOCUMENT OR ANY OTHER PROPERTY BELONGING TO ANY FORMER
EMPLOYER WITHOUT THE WRITTEN CONSENT OF THAT FORMER EMPLOYER.
5.5.
COMPUTERS; TELEPHONE LINE.
DURING THE CONSULTING PERIOD,
CONSULTANT WILL CONTINUE TO HAVE ACCESS TO COMPANY COMPUTERS IN HIS POSSESSION,
AND TO HIS CURRENT HOME OFFICE TELEPHONE SERVICE, FOR THE PROVISION OF
CONSULTING SERVICES UNDER THIS AGREEMENT.
6.
INVENTIONS.
6.1.
COMPANY PROPERTY.
ALL INVENTIONS (AS DEFINED BELOW) MADE,
CONCEIVED, OR COMPLETED BY CONSULTANT, INDIVIDUALLY OR IN CONJUNCTION WITH
OTHERS, RESULTING FROM WORK OR CONSULTING SERVICES PERFORMED BY CONSULTANT ON
BEHALF OF THE COMPANY OR FROM ACCESS TO THE COMPANY CONFIDENTIAL INFORMATION OR
PROPERTY, WHETHER OR NOT PATENTABLE, COPYRIGHTABLE, OR QUALIFIED FOR MASK WORK
PROTECTION, SHALL BE THE SOLE AND EXCLUSIVE PROPERTY OF THE COMPANY AND TO THE
EXTENT PERMITTED BY LAW SHALL BE "WORKS MADE FOR HIRE."
CONSULTANT HEREBY
ASSIGNS AND AGREES TO ASSIGN TO THE COMPANY OR ITS DESIGNEE, WITHOUT FURTHER
CONSIDERATION, HIS ENTIRE RIGHT, TITLE, AND INTEREST IN AND TO ALL INVENTIONS,
OTHER THAN THOSE PROTECTED BY SECTION 2870 OF THE CALIFORNIA LABOR CODE,
INCLUDING ALL RIGHTS TO OBTAIN, REGISTER, PERFECT, AND ENFORCE PATENTS,
COPYRIGHTS, MASK WORK RIGHTS, AND OTHER INTELLECTUAL PROPERTY PROTECTION FOR
INVENTIONS.
6.2.
TECHNICAL INFORMATION, COPYRIGHTS, PATENTS.
CONSULTANT SHALL,
WITHOUT ROYALTY OR ANY OTHER FURTHER CONSIDERATION TO CONSULTANT THEREFORE, BUT
AT THE EXPENSE OF THE COMPANY:
3
6.2.1.
DISCLOSURE.
AS PROMPTLY AS KNOWN OR POSSESSED BY CONSULTANT,
DISCLOSE TO THE COMPANY ALL INFORMATION WITH RESPECT TO ANY INVENTIONS WHETHER
OR NOT SUCH INVENTION QUALIFIES UNDER SECTION 2870 OF THE CALIFORNIA LABOR CODE.
6.2.2.
COPYRIGHT AND PATENT APPLICATIONS.
WHENEVER REQUESTED TO DO SO BY
THE COMPANY, PROMPTLY EXECUTE AND ASSIGN ANY AND ALL APPLICATIONS, ASSIGNMENTS
AND OTHER INSTRUMENTS WHICH THE COMPANY SHALL DEEM NECESSARY TO APPLY FOR AND
OBTAIN COPYRIGHTS, LETTERS PATENT, OR MASK WORK RIGHTS IN THE UNITED STATES AND
IN FOREIGN COUNTRIES, FOR ALL INVENTIONS, AND CONVEY TO THE COMPANY OR TO THE
COMPANY'S NOMINEE THE SOLE AND EXCLUSIVE RIGHT, TITLE AND INTEREST IN AND TO
SAID INVENTIONS OR COPYRIGHTS, MASK WORK RIGHTS, PATENTS, OR APPLICATIONS FOR
ANY OF THE FOREGOING.
6.2.3.
LEGAL PROCEEDINGS.
WHENEVER REQUESTED TO DO SO BY THE COMPANY,
DELIVER TO THE COMPANY EVIDENCE FOR INTERFERENCE PURPOSES OR OTHER LEGAL
PROCEEDINGS AND TESTIFY IN ANY ADMINISTRATIVE OR OTHER LEGAL PROCEEDINGS WHICH
RELATES TO ANY MATTERS ON WHICH CONSULTANT HAS PROVIDED SERVICES TO THE COMPANY.
6.3.
EXCLUDED INVENTIONS.
NOTHING CONTAINED IN THIS AGREEMENT SHALL
AFFECT THE RIGHTS OR OBLIGATIONS OF CONSULTANT WITH RESPECT TO ANY INVENTIONS
PROTECTED BY SECTION 2870 OF THE CALIFORNIA LABOR CODE.
ATTACHED AS SCHEDULE B
IS A LIST OF ALL INVENTIONS, IMPROVEMENTS, AND ORIGINAL WORKS OF AUTHORSHIP
RELATED TO