AND WORK PRODUCT.
ALL TANGIBLE EMBODIMENTS OF ANY
INVENTION, WORK OF AUTHORSHIP OR WORK PRODUCT RELATED THERETO WILL BE DEEMED TO
HAVE BEEN ASSIGNED TO THE COMPANY AS A RESULT OF THE ACT OF EXPRESSING ANY
INVENTION OR WORK OF AUTHORSHIP THEREIN.
2
(E)
EXECUTIVE HEREBY ASSIGNS TO THE COMPANY
(TOGETHER WITH THE RIGHT TO PROSECUTE OR SUE FOR INFRINGEMENTS OR OTHER
VIOLATIONS OF THE SAME) THE ENTIRE WORLDWIDE RIGHT, TITLE AND INTEREST TO ANY
SUCH INVENTIONS OR WORKS MADE FOR HIRE, AND EXECUTIVE AGREES TO PERFORM, DURING
AND AFTER EMPLOYMENT, ALL ACTS DEEMED NECESSARY OR DESIRABLE BY THE COMPANY TO
PERMIT AND ASSIST IT, AT THE COMPANY'S EXPENSE, IN REGISTERING, RECORDING,
OBTAINING, MAINTAINING, DEFENDING, ENFORCING AND ASSIGNING INVENTIONS OR WORKS
MADE FOR HIRE IN ANY AND ALL COUNTRIES.
EXECUTIVE HEREBY IRREVOCABLY DESIGNATES
AND APPOINTS THE COMPANY AND ITS DULY AUTHORIZED OFFICERS AND AGENTS AS
EXECUTIVE'S AGENTS AND ATTORNEYS-IN-FACT TO ACT FOR AND IN EXECUTIVE'S BEHALF
AND INSTEAD OF EXECUTIVE, TO EXECUTE AND FILE ANY DOCUMENTS AND TO DO ALL OTHER
LAWFULLY PERMITTED ACTS TO FURTHER THE ABOVE PURPOSES WITH THE SAME LEGAL FORCE
AND EFFECT AS IF EXECUTED BY EXECUTIVE; THIS DESIGNATION AND APPOINTMENT
CONSTITUTES AN IRREVOCABLE POWER OF ATTORNEY AND IS COUPLED WITH AN INTEREST.
(F)
WITHOUT LIMITING THE GENERALITY OF ANY
OTHER PROVISION OF THIS SECTION 3, EXECUTIVE HEREBY AUTHORIZES THE COMPANY AND
EACH OF ITS AFFILIATES (AND THEIR RESPECTIVE SUCCESSORS) TO MAKE ANY DESIRED
CHANGES TO ANY PART OF ANY INVENTION, TO COMBINE IT WITH OTHER MATERIALS IN ANY
MANNER DESIRED, AND TO WITHHOLD EXECUTIVE'S IDENTITY IN CONNECTION WITH ANY
DISTRIBUTION OR USE THEREOF ALONE OR IN COMBINATION WITH OTHER MATERIALS.
(G)
PURSUANT TO THE ILLINOIS EMPLOYEE PATENT
ACT, PUBLIC ACT 83-493, THIS AGREEMENT DOES NOT APPLY TO ANY INVENTION FOR WHICH
NO EQUIPMENT, SUPPLIES, FACILITY OR TRADE SECRET INFORMATION OF PARENT OR THE
COMPANY WAS USED AND WHICH WAS DEVELOPED ENTIRELY ON EXECUTIVE'S OWN TIME,
UNLESS (1) THE INVENTION RELATES (A) TO THE BUSINESS OF PARENT OR THE COMPANY OR
(B) TO PARENT'S OR THE COMPANY'S ACTUAL DEMONSTRABLY ANTICIPATED RESEARCH OR
DEVELOPMENT; OR (2) THE INVENTION RESULTS FROM ANY WORK PERFORMED BY EXECUTIVE
FOR PARENT OR THE COMPANY.
(H)
THE OBLIGATIONS OF EXECUTIVE SET FORTH IN
THIS SECTION 3 (INCLUDING, BUT NOT LIMITED TO, THE ASSIGNMENT OBLIGATIONS) WILL
CONTINUE BEYOND THE TERMINATION OF EXECUTIVE'S EMPLOYMENT WITH RESPECT TO
INVENTIONS CONCEIVED OR MADE BY EXECUTIVE ALONE OR IN CONCERT WITH OTHERS DURING
EXECUTIVE'S EMPLOYMENT WITH THE COMPANY AND DURING THE ONE (1) YEAR THEREAFTER,
WHETHER PURSUANT TO THIS AGREEMENT OR OTHERWISE.
THESE OBLIGATIONS WILL BE
BINDING UPON EXECUTIVE AND EXECUTIVE'S EXECUTORS, ADMINISTRATORS AND OTHER
REPRESENTATIVES.
4.
LIST OF PRIOR INVENTIONS.
ALL
INVENTIONS WHICH EXECUTIVE HAS MADE PRIOR TO EMPLOYMENT BY THE COMPANY ARE
EXCLUDED FROM THE SCOPE OF THIS AGREEMENT.
AS A MATTER OF RECORD, EXECUTIVE HAS
SET FORTH ON ANNEX I HERETO A COMPLETE LIST OF THOSE INVENTIONS WHICH MIGHT
RELATE TO PARENT'S OR THE COMPANY'S BUSINESS AND WHICH HAVE BEEN MADE BY
EXECUTIVE