value.
10.
OWNERSHIP OF INTELLECTUAL PROPERTY.
(A)
ALL INVENTIONS (AS HEREINAFTER DEFINED), OR PATENTS, TRADEMARKS,
COPYRIGHTS, TRADE SECRETS OR ANY OTHER RIGHTS RELATING TO ANY OF THE FOREGOING,
WHICH HAVE OR MAY HAVE A MATERIAL IMPORTANCE TO THE BUSINESS OF THE COMPANY AND
WHICH ARE CONCEIVED OR MADE BY EMPLOYEE IN CONNECTION WITH HIS EMPLOYMENT WITH
THE COMPANY, EITHER ALONE OR WITH OTHERS, ARE THE SOLE AND EXCLUSIVE PROPERTY OF
THE COMPANY WHETHER OR NOT THEY ARE CONCEIVED OR MADE DURING WORK TIME FOR THE
COMPANY, EXCEPT TO THE EXTENT GENERALLY KNOWN BY PERSONS GENERALLY KNOWLEDGEABLE
IN THE FIBER OPTICS TELECOMMUNICATIONS FIELD.
(B)
EMPLOYEE WILL IMMEDIATELY DISCLOSE TO THE COMPANY ANY AND ALL
INVENTIONS (WHETHER OR NOT PATENTABLE) MADE OR CONCEIVED BY THE EMPLOYEE DURING
THE TERM, EITHER ALONE OR IN CONJUNCTION WITH OTHERS, WHETHER OR NOT MADE OR
CONCEIVED AT THE REQUEST OR UPON THE SUGGESTION OF THE COMPANY, WHETHER OR NOT
RESULTING FROM ANY WORK DONE IN THE COURSE OF EMPLOYMENT, WHETHER OR NOT REDUCED
TO PRACTICE DURING THE TERM OF EMPLOYMENT, AND WHETHER OR NOT MADE OR CONCEIVED
DURING OR OUTSIDE OF THE USUAL HOURS OF EMPLOYMENT OR UPON OR NOT UPON ANY
PREMISES OF THE COMPANY.
(C)
EMPLOYEE ASSIGNS AND WILL HEREAFTER ASSIGN TO THE COMPANY ALL
PRESENT OR FUTURE RIGHT, TITLE AND INTEREST IN AND TO ALL INVENTIONS REFERRED TO
ABOVE.
EMPLOYEE WILL NOT DISCLOSE ANY SUCH INVENTIONS TO ANY THIRD PARTY
WITHOUT THE WRITTEN CONSENT OF THE COMPANY.
(D)
AT ANY TIME AND FROM TIME TO TIME DURING AND AFTER THE TERM, ON
THE REQUEST OF THE COMPANY, WITHOUT FURTHER CONSIDERATION EMPLOYEE WILL:
(I) EXECUTE SPECIFIC DOCUMENTS OF ASSIGNMENT IN FAVOR OF THE COMPANY, OR ITS
NOMINEE, OF ANY OF THE INVENTIONS COVERED HEREUNDER, (II) EXECUTE ALL PAPERS AND
PERFORM ALL ACTS THE COMPANY CONSIDERS NECESSARY OR ADVISABLE FOR THE
PREPARATION, APPLICATION PROCUREMENT, MAINTENANCE, ENFORCEMENT AND DEFENSE OF
PATENT APPLICATIONS AND PATENTS OF THE UNITED STATES OR OTHER JURISDICTIONS OF
SUCH INVENTIONS, IF APPLICABLE, FOR THE PERFECTION OR ENFORCEMENT OF ANY
TRADEMARKS, COPYRIGHTS OR TRADE SECRETS RELATING TO SUCH INVENTION, AND FOR THE
TRANSFER OF ANY INTEREST THE EMPLOYEE MAY HAVE IN SUCH INVENTIONS, AND
(III) EXECUTE ANY AND ALL PAPERS AND COMMENTS WHICH THE COMPANY CONSIDERS TO
NECESSARY TO VEST SOLE RIGHT, TITLE AND INTEREST IN THE COMPANY OR ITS NOMINEE
IN AND TO
8
THE ABOVE INVENTIONS, PATENT APPLICATIONS, PATENTS, OR ANY TRADEMARKS OR
COPYRIGHT OR APPLICATIONS THEREFORE RELATING THERETO.
NOTWITHSTANDING THE
FOREGOING, AFTER TERMINATION OF EMPLOYMENT, EMPLOYEE WILL BE ENTITLED TO
REASONABLE COMPENSATION FOR MORE THAN INCIDENTAL TIME AND EFFORT REQUIRED TO BE
EXPENDED BY EMPLOYEE TO FULFILL HIS RESPONSIBILITIES UNDER CLAUSE (II).
EMPLOYEE WILL EXECUTE ALL DOCUMENTS (INCLUDING THOSE REFERRED TO ABOVE) AND DO
ALL OTHER ACTS WHICH THE COMPANY CONSIDERS TO BE NECESSARY TO ASSIST IN THE
PRESERVATION OF ALL THE COMPANY'S INTERESTS IN SUCH INVENTIONS.
(E)
UPON EXECUTION OF THIS AGREEMENT, EMPLOYEE WILL PROVIDE TO THE
COMPANY, IF EMPLOYEE HAS NOT ALREADY DONE SO, A COMPLETE WRITTEN