LIMITATION ON SUBSEQUENT MODIFICATION, THAT
EXECUTIVE MAY HAVE IN RESPECT OF ANY CREATION.
EXECUTIVE FURTHER AGREES,
WITHOUT FURTHER CONSIDERATION, TO PROMPTLY DISCLOSE EACH SUCH CREATION TO THE
COMPANY AND TO SUCH OTHER INDIVIDUALS AS THE COMPANY MAY DIRECT.
EXECUTIVE
FURTHER AGREES TO EXECUTE AND TO JOIN OTHERS IN EXECUTING SUCH APPLICATIONS,
ASSIGNMENTS AND OTHER DOCUMENTS AS MAY BE NECESSARY OR CONVENIENT TO VEST IN THE
COMPANY OR ANY CLIENT OF THE COMPANY, AS APPROPRIATE, FULL TITLE TO EACH SUCH
CREATION AND AS MAY BE REASONABLY NECESSARY OR CONVENIENT TO OBTAIN UNITED
STATES AND FOREIGN PATENTS OR COPYRIGHTS THEREON TO THE EXTENT THE COMPANY OR
ANY CLIENT OF THE COMPANY, AS APPROPRIATE, MAY CHOOSE.
EXECUTIVE FURTHER AGREES
TO TESTIFY IN ANY LEGAL OR ADMINISTRATIVE PROCEEDING RELATIVE TO ANY SUCH
CREATION WHENEVER REQUESTED TO DO SO BY THE COMPANY, PROVIDED THAT THE COMPANY
AGREES TO REIMBURSE EXECUTIVE FOR ANY REASONABLE EXPENSES INCURRED IN PROVIDING
SUCH TESTIMONY.
(II)
THE FOREGOING COVENANT SHALL NOT APPLY TO ANY CREATION FOR WHICH
NO EQUIPMENT, SUPPLIES, FACILITIES, OR TRADE SECRET INFORMATION OF THE COMPANY
WAS USED AND WHICH WAS DEVELOPED ENTIRELY ON EXECUTIVE'S OWN TIME, UNLESS
(I) THE CREATION RELATES TO (A) THE BUSINESS OF THE COMPANY OR (B) ANY ACTUAL OR
REASONABLY ANTICIPATED RESEARCH OR DEVELOPMENT OF THE COMPANY OR (II) THE
CREATION RESULTS FROM ANY WORK PERFORMED BY EXECUTIVE FOR THE COMPANY.
(E)
REMEDIES NOT EXCLUSIVE.
IN THE EVENT THAT EXECUTIVE BREACHES ANY
TERMS OF THIS SECTION 7, EXECUTIVE ACKNOWLEDGES AND AGREES THAT SAID BREACH MAY
RESULT IN THE IMMEDIATE AND IRREPARABLE HARM TO THE BUSINESS AND GOODWILL OF THE
COMPANY AND THAT DAMAGES, IF ANY, AND REMEDIES OF LAW FOR SUCH BREACH MAY BE
INADEQUATE AND INDETERMINABLE.
THE COMPANY, UPON EXECUTIVE'S BREACH OF THIS
SECTION 7, SHALL THEREFORE BE ENTITLED (IN ADDITION TO AND WITHOUT LIMITING ANY
OTHER REMEDIES THAT THE COMPANY MAY SEEK UNDER THIS AGREEMENT OR OTHERWISE AT
LAW OR IN EQUITY) TO (1) SEEK FROM ANY COURT OF COMPETENT JURISDICTION EQUITABLE
RELIEF BY WAY OF TEMPORARY OR PERMANENT INJUNCTION AND WITHOUT BEING REQUIRED TO
POST A BOND, TO RESTRAIN ANY VIOLATION OF THIS SECTION 7, AND FOR SUCH FURTHER
RELIEF AS THE COURT MAY DEEM JUST OR
8
PROPER IN LAW OR EQUITY, AND (2) IN THE EVENT THAT THE COMPANY SHALL PREVAIL,
ITS REASONABLE ATTORNEYS FEES AND COSTS AND OTHER EXPENSES IN ENFORCING ITS
RIGHTS UNDER THIS SECTION 7.
(F)
SEVERABILITY OF PROVISIONS.
IF ANY RESTRICTION, LIMITATION, OR
PROVISION OF THIS SECTION 7 IS DEEMED TO BE UNREASONABLE, ONEROUS, OR UNDULY
RESTRICTIVE BY A COURT OF COMPETENT JURISDICTION, IT SHALL NOT BE STRICKEN IN
ITS ENTIRETY AND HELD TOTALLY VOID AND UNENFORCEABLE, BUT SHALL REMAIN EFFECTIVE
TO THE MAXIMUM EXTENT POSSIBLE WITHIN THE BOUNDS OF THE LAW.
IF ANY PHRASE,
CLAUSE OR PROVISION OF THIS SECTION 7 IS DECLARED INVALID OR UNENFORCEABLE BY A
COURT OF COMPETENT JURISDICTION, SUCH PHRASE, CLAUSE, OR PROVISION SHALL BE
DEEMED SEVERED FROM THIS SECTION 7, BUT WILL NOT AFFECT ANY OTHER PROVISION OF