ALL "MORAL RIGHTS," INCLUDING, BUT NOT LIMITED TO,
ANY RIGHT TO IDENTIFICATION OF AUTHORSHIP, RIGHT OF APPROVAL ON MODIFICATIONS OR
LIMITATION ON SUBSEQUENT MODIFICATION, THAT GRANTEE MAY HAVE IN RESPECT OF ANY
CREATION.
GRANTEE FURTHER AGREES, WITHOUT FURTHER CONSIDERATION, TO PROMPTLY
DISCLOSE EACH SUCH CREATION TO THE COMPANY AND TO SUCH OTHER INDIVIDUALS AS THE
COMPANY OR A SUBSIDIARY MAY DIRECT.
GRANTEE 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, ANY OF ITS SUBSIDIARIES,
OR ANY CLIENT OF THE COMPANY OR A SUBSIDIARY, 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.
GRANTEE FURTHER AGREES
TO TESTIFY IN ANY LEGAL OR ADMINISTRATIVE PROCEEDING RELATIVE TO ANY SUCH
CREATION WHENEVER REQUESTED TO DO SO BY THE COMPANY OR A SUBSIDIARY, PROVIDED
THAT THE COMPANY AGREES TO REIMBURSE GRANTEE FOR ANY REASONABLE EXPENSES
INCURRED IN PROVIDING SUCH TESTIMONY.
2.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 GRANTEE'S OWN TIME, UNLESS (I) THE CREATION
RELATES TO (A) THE BUSINESS OF THE COMPANY OR A SUBSIDIARY OR (B) ANY ACTUAL OR
REASONABLY ANTICIPATED RESEARCH OR DEVELOPMENT OF THE COMPANY OR A SUBSIDIARY OR
(II) THE CREATION RESULTS FROM ANY WORK PERFORMED BY GRANTEE FOR THE COMPANY OR
A SUBSIDIARY.
4
E.GRANTEE ACKNOWLEDGES THAT IN THE EVENT THAT HIS EMPLOYMENT WITH THE COMPANY OR
A SUBSIDIARY TERMINATES FOR ANY REASON, HE WILL BE ABLE TO EARN A LIVELIHOOD
WITHOUT VIOLATING THE FOREGOING RESTRICTIONS AND THAT HIS ABILITY TO EARN A
LIVELIHOOD WITHOUT VIOLATING SUCH RESTRICTIONS IS A MATERIAL CONDITION TO HIS
EMPLOYMENT WITH THE COMPANY OR A SUBSIDIARY.
GRANTEE ACKNOWLEDGES THAT
COMPLIANCE WITH THE COVENANTS SET FORTH IN SECTION 9(A)-(D) HEREOF IS NECESSARY
TO PROTECT THE BUSINESS, GOODWILL AND PROPRIETARY INFORMATION OF THE COMPANY,
ITS SUBSIDIARIES AND ITS CLIENTS AND THAT A BREACH OF THESE RESTRICTIONS WILL
IRREPARABLY AND CONTINUALLY DAMAGE THE COMPANY, ITS SUBSIDIARIES OR ITS CLIENTS
FOR WHICH MONEY DAMAGES MAY NOT BE ADEQUATE.
CONSEQUENTLY, GRANTEE AGREES THAT,
IN THE EVENT THAT HE BREACHES OR THREATENS TO BREACH ANY OF THESE COVENANTS, THE
COMPANY AND ITS SUBSIDIARIES SHALL BE ENTITLED TO A TEMPORARY, PRELIMINARY OR
PERMANENT INJUNCTION IN ORDER TO PREVENT THE CONTINUATION OF SUCH HARM.
NOTHING
IN THIS AGREEMENT, HOWEVER, SHALL BE CONSTRUED TO PROHIBIT THE COMPANY OR ITS
SUBSIDIARIES FROM ALSO PURSUING ANY OTHER REMEDY, THE PARTIES HAVING AGREED THAT
ALL REMEDIES ARE TO BE CUMULATIVE.
THE PARTIES EXPRESSLY AGREE THAT THE COMPANY
AND ITS SUBSIDIARIES MAY, IN THEIR SOLE DISCRETION, CHOOSE TO ENFORCE THE
COVENANTS IN SECTION 9(A)-(D) HEREOF IN PART OF TO ENFORCE ANY OF SAID COVENANTS
TO A LESSER EXTENT THAN THAT SET FORTH