Employee Agreement on Inventions and Patents

Employee Agreement on Inventions and Patents : Please fill out the following form. Please print your completed form if you would to have a copy for your records.

Agreement made between (Company's name), hereinafter referred to as “Company,” and (Employee's name), hereinafter referred to as“Employee.”

In consideration of the employment of Employee by Company, the parties agree as follows:

1. Employee shall or may have possession of or access to facilities, apparatus, equipment, drawings, systems, formulae, reports, manuals, invention records, customer lists, computer programs, or other material embodying trade secrets or confidential technical or business information of Company or its Affiliates. Employee therein agrees not to use any suchinformation or material for himself or others, and not to take any such material or reproductions thereof from Company, at any time during or after employment by Company, except as requiredin Employee’s duties to Company. Employee agrees immediately to return all such material and reproductions thereof in his possession to Company upon request and in any event upontermination of employment.

2. Except with prior written authorization by Company, Employee agrees not to disclose or publish any trade secret or confidential technical or business information or materialof Company or its Affiliates or of another party to whom Company owes an obligation of confidence, at any time during or after employment by Company.

3. Employee shall promptly furnish to Company a complete record of any and all inventions, patents and improvements, whether patentable or not, which he, solely or jointly, may conceive, make, or first disclose during the period of his employment by Company.

4. Employee agrees to and does hereby grant and assign to Company or its nomineeemployee’s entire right, title, and interest in and to inventions, patents and improvements thatrelate in any way to the actual or anticipated business or activities of Company or its Affiliates,or that are anticipated by or result from any task or work for or on behalf of Company togetherwith any and all domestic and foreign patent rights in such inventions and improvements. To aidCompany or its nominee in securing full benefit and protection thereof, Employee agreespromptly to do all lawful acts reasonably requested, at any time during and after employment byCompany, without additional compensation but at Company’s expense.

5. Employee agrees that, in the event employee accepts employment with any firmor engages in any type of activity in employee’s own behalf or in behalf of any org a n i z a t i o nfollowing termination of his employment with Company, employee shall notify Company inwriting within thirty days of the name and address of such organization and the nature of such activity.

6. Employee agrees to give Company timely written notice of any prior employmentagreements or patent rights that might conflict with the interests of Company or its Affiliates.

7. No waiver by either party of any breach by the other party of any provision ofthis Agreement shall be deemed or construed to be a waiver of any succeeding breach of suchprovision or as a waiver of the provision itself.

8. This Agreement shall be binding upon and pass to the benefit of the successorsand assigns of Company and, insofar as the same may be applied thereto, the heirs, legalrepresentatives, and assigns of Employee.

9. This Agreement shall supersede the terms of any prior employment agreement orunderstanding between Employee and Company. This Agreement may be modified or amendedonly in writing signed by an executive officer of Company and by Employee.

10. Should any portion of this Agreement be held to be invalid, unenforceable orvoid, such holding shall not have the effect of invalidating the remainder of this Agreement orany other part thereof, the parties hereby agreeing that the portion so held to be invalid,unenforceable, or void shall, if possible, be deemed amended or reduced in scope.

11. This agreement shall be binding upon and inure to the benefit of the parties, theirsuccessors, assigns and personal representatives.

Company Name :

Employee’s Full Name :

Employee acknowledges reading, understanding and receiving asigned copy of this Agreement.

Company Officer or Witness :

Employee’s Full Signature :

Forms used in Employment Index

Employee Agreement on Inventions and Patents

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