GROSS REVENUES RECEIVED BY EMPLOYEE (OR ANY
AFFILIATE OF EMPLOYEE) FROM SALES GENERATED THEREFROM, WHICH SHALL BE PAID TO
THE COMPANY ON A QUARTERLY BASIS.
B.
ANY SUCH INVENTION OR IDEA RELATING TO THE COMPANY'S BUSINESS OR
THE COMPANY'S PRODUCTS MADE OR CONCEIVED DURING OR PURSUANT TO AN OUTSIDE
ACTIVITY SHALL BE THE PROPERTY OF THE EMPLOYEE; PROVIDED, HOWEVER, THAT UPON
REQUEST FROM THE COMPANY, THE EMPLOYEE SHALL GRANT THE COMPANY A NON-EXCLUSIVE,
PERPETUAL LICENSE, IN WRITTEN FORM THAT IS REASONABLY SATISFACTORY TO THE
COMPANY, TO MARKET, COPY, SUBLICENSE, MODIFY, CUSTOMIZE, TRANSLATE, ADAPT,
9
PUBLISH, DISPLAY OR CREATE DERIVATIVE WORKS WITH RESPECT THERETO, IN EXCHANGE
FOR A ROYALTY FEE OF TEN PERCENT (10%) OF THE GROSS REVENUES RECEIVED BY THE
COMPANY (OR ANY AFFILIATE OF THE COMPANY) FROM SALES GENERATED THEREFROM, WHICH
SHALL BE PAID TO THE EMPLOYEE ON A QUARTERLY BASIS.
17.
BOTH PARTIES MUTUALLY AGREE, AND THE AFOREMENTIONED LICENSE
AGREEMENT SHALL PROVIDE, THAT BEGINNING ON THAT DATE WHICH IS THE LAST DAY OF
THE SIXTH COMPLETE CALENDAR MONTH AFTER THE MONTH IN WHICH THE TERMINATION DATE
OCCURS, THE COMPANY SHALL HAVE AN OPTION, FOR A PERIOD OF 3 YEARS TO LICENSE
BACK ANY AND ALL DERIVATIVE WORKS EMPLOYEE HAS CREATED FROM THE SOFTWARE IN
EXCHANGE FOR A ROYALTY FEE OF TEN PERCENT (10%) OF THE GROSS REVENUES RECEIVED
BY THE COMPANY OR ITS AFFILIATES, SUCCESSORS OR ASSIGNS, FROM SALES OF THE
SOFTWARE OR ITS DERIVATIVE WORKS, WHICH SHALL BE PAID TO THE EMPLOYEE ON A
QUARTERLY BASIS
18.
REPRESENTATIONS AND DISCLOSURES.
EMPLOYEE REPRESENTS AND WARRANTS
THAT HE HAS THE LEGAL CAPACITY TO EXECUTE AND DELIVER THIS AGREEMENT, AND THAT
THE EXECUTION, DELIVERY AND PERFORMANCE OF THIS AGREEMENT BY THE EMPLOYEE WILL
NOT VIOLATE ANY AGREEMENT MADE BY THE EMPLOYEE OR TO WHICH THE EMPLOYEE IS
SUBJECT.
EMPLOYEE REPRESENTS AND WARRANTS THAT THERE ARE NO INVENTIONS OR IDEAS
OF WHICH EMPLOYEE CLAIMS OWNERSHIP AS OF THE DATE OF THIS AGREEMENT OTHER THAN
THE INVENTIONS OR IDEAS DESCRIBED ON APPENDIX 1.
IF NO INVENTIONS OR IDEAS ARE
LISTED ON APPENDIX 1, EMPLOYEE REPRESENTS THAT THERE ARE NO SUCH INVENTIONS OR
IDEAS AT THE TIME OF SIGNING THIS AGREEMENT.
EMPLOYEE REPRESENTS AND WARRANTS
THAT PERFORMANCE OF ALL THE TERMS OF THIS AGREEMENT WILL NOT BREACH ANY
AGREEMENT TO KEEP IN CONFIDENCE PROPRIETARY INFORMATION ACQUIRED BY EMPLOYEE IN
CONFIDENCE OR IN TRUST PRIOR TO THE EXECUTION OF THIS AGREEMENT.
EMPLOYEE HAS
NOT ENTERED INTO, AND EMPLOYEE AGREES NOT TO ENTER INTO, ANY AGREEMENT EITHER
WRITTEN OR ORAL THAT CONFLICTS WITH EMPLOYEE'S EMPLOYMENT OR EMPLOYEE'S
PERFORMANCE UNDER THIS AGREEMENT.
EXCEPT AS DESCRIBED ON APPENDIX 1, EMPLOYEE
IS NOT BOUND BY ANY AGREEMENT REGARDING CONFIDENTIALITY OR OWNERSHIP OF
INTELLECTUAL PROPERTY WITH ANY PERSON OR ENTITY OTHER THAN THE COMPANY.
EMPLOYEE AGREES NOT TO DISCLOSE TO THE COMPANY OR USE ON ITS BEHALF ANY
CONFIDENTIAL INFORMATION BELONGING TO OTHERS THAT IS KNOWN TO HAVE BEEN
IMPROPERLY ACQUIRED OR ACQUIRED FROM A PERSON KNOWN TO BE SUBJECT TO A DUTY NOT
TO DISCLOSE IT.
19.