WITH ANY MEMBER OF THE COMPANY
GROUP OR ANY CONDUCT OR EVENTS THAT PRECIPITATED ANY TERMINATION OF EMPLOYMENT
FROM ANY MEMBER OF THE COMPANY GROUP.
EMPLOYEE'S OBLIGATIONS UNDER THIS
SUBSECTION (D) SHALL NOT APPLY TO DISCLOSURES REQUIRED BY APPLICABLE LAW,
REGULATION, OR ORDER OF A COURT OR GOVERNMENTAL AGENCY.
(E)
RETURN OF DOCUMENTS.
IN THE EVENT OF THE TERMINATION OF EMPLOYEE'S
EMPLOYMENT FOR ANY REASON, EMPLOYEE SHALL DELIVER TO THE COMPANY ALL OF (I) THE
PROPERTY OF THE COMPANY AND ANY OTHER MEMBER OF THE COMPANY GROUP AND (II) THE
DOCUMENTS AND DATA OF ANY NATURE AND IN WHATEVER MEDIUM OF THE COMPANY AND ANY
OTHER MEMBER OF THE COMPANY GROUP, AND HE SHALL NOT TAKE WITH HIM ANY SUCH
PROPERTY, DOCUMENTS, OR DATA, OR ANY REPRODUCTION THEREOF, OR ANY DOCUMENTS
CONTAINING OR PERTAINING TO ANY CONFIDENTIAL INFORMATION.
(F)
WORKS FOR HIRE.
EMPLOYEE AGREES THAT THE COMPANY SHALL OWN ALL
RIGHT, TITLE, AND INTEREST THROUGHOUT THE WORLD IN AND TO ANY AND ALL
INVENTIONS, ORIGINAL WORKS OF AUTHORSHIP, DEVELOPMENTS, CONCEPTS, KNOW-HOW,
IMPROVEMENTS, AND TRADE SECRETS, WHETHER OR NOT PATENTABLE OR REGISTRABLE UNDER
COPYRIGHT OR SIMILAR LAWS, THAT EMPLOYEE MAY SOLELY OR JOINTLY CONCEIVE OR
DEVELOP OR REDUCE TO PRACTICE, OR CAUSE TO BE CONCEIVED OR DEVELOPED OR REDUCED
TO PRACTICE DURING THE TERM OF EMPLOYMENT, WHETHER OR NOT DURING REGULAR WORKING
HOURS, PROVIDED THEY EITHER (I) RELATE AT THE TIME OF CONCEPTION OR DEVELOPMENT
TO THE ACTUAL OR DEMONSTRABLY PROPOSED BUSINESS OR RESEARCH AND DEVELOPMENT
ACTIVITIES OF ANY MEMBER OF THE COMPANY GROUP; (II) RESULT FROM OR RELATE TO ANY
WORK PERFORMED FOR THE COMPANY OR ANY MEMBER OF THE COMPANY GROUP; OR (III) ARE
DEVELOPED THROUGH THE USE OF CONFIDENTIAL
11
INFORMATION AND/OR COMPANY RESOURCES OR IN CONSULTATION WITH ANY PERSONNEL OF
THE COMPANY OR ANY OTHER MEMBER OF THE COMPANY GROUP (COLLECTIVELY REFERRED TO
AS "DEVELOPMENTS").
EMPLOYEE HEREBY ASSIGNS TO THE COMPANY ALL RIGHT, TITLE,
AND INTEREST IN AND TO ANY AND ALL OF THESE DEVELOPMENTS.
EMPLOYEE AGREES TO
ASSIST THE COMPANY, AT THE COMPANY'S EXPENSE, TO FURTHER EVIDENCE, RECORD, AND
PERFECT SUCH ASSIGNMENTS, AND TO PERFECT, OBTAIN, MAINTAIN, ENFORCE, AND DEFEND
ANY RIGHTS SPECIFIED TO BE SO OWNED OR ASSIGNED.
EMPLOYEE HEREBY IRREVOCABLY
DESIGNATES AND APPOINTS THE COMPANY AND ITS AGENTS AS ATTORNEYS-IN-FACT TO ACT
FOR EMPLOYEE AND ON HIS BEHALF TO EXECUTE AND FILE ANY DOCUMENT AND TO DO ALL
OTHER LAWFULLY PERMITTED ACTS TO FURTHER THE PURPOSES OF THE FOREGOING WITH THE
SAME LEGAL FORCE AND EFFECT AS IF EXECUTED BY EMPLOYEE.
IN ADDITION, AND NOT IN
CONTRAVENTION OF ANY OF THE FOREGOING, EMPLOYEE ACKNOWLEDGES THAT ALL ORIGINAL
WORKS OF AUTHORSHIP THAT ARE MADE BY HIM (SOLELY OR JOINTLY WITH OTHERS) WITHIN
THE SCOPE OF EMPLOYMENT AND THAT ARE PROTECTABLE BY COPYRIGHT ARE "WORKS MADE
FOR HIRE," AS THAT TERM IS DEFINED IN THE UNITED STATES COPYRIGHT ACT (17 USC §
101).
TO THE EXTENT ALLOWED BY LAW, THIS INCLUDES ALL RIGHTS OF PATERNITY,
INTEGRITY, DISCLOSURE, AND WITHDRAWAL, AND ANY OTHER RIGHTS THAT MAY