Covenant to Assign and Cooperate Clause Samples

Covenant to Assign and Cooperate. Without limiting the generality of the foregoing, Employee shall assign and transfer to Employer the worldwide right, title and interest of Employee in the Inventions. Employee agrees that Employer may apply for and receive patent rights (including Letters Patent in the United States) for the Inventions in Employer’s name in such countries as may be determined solely by Employer. Employee shall provide to Employer all facts known to Employee and reasonably requested by Employer relating to the Inventions, and shall cooperate with Employer’s reasonable requests in connection with vesting title to the Inventions and related patents exclusively in Employer and in connection with obtaining, maintaining and protecting Employer’s exclusive patent rights in the Inventions.
Covenant to Assign and Cooperate. Without limiting the generality of the foregoing, Executive hereby assigns and transfers to Company the world-wide right, title and interest of Executive in the Inventions. Executive agrees that Company may apply for and receive patent rights (including Letters Patent in the United States) for the Inventions in Company’s name in such countries as may be determined solely by Company. Executive shall communicate to Company all facts known to Executive relating to the Inventions and shall cooperate with Company’s reasonable requests in connection with vesting title to the Inventions and related patents exclusively in Company and in connection with obtaining, maintaining and protecting Company’s exclusive patent rights in the Inventions.
Covenant to Assign and Cooperate. Without limiting the generality of the foregoing, Employee shall assign and transfer, and does hereby assign and transfer, to Employer the world-wide right, title and interest of Employee in the Inventions. Employee agrees that Employer may file copyright registrations and apply for and receive patents (including without limitation Letters Patent in the United States) for the Inventions in Employer's name in such countries as may be determined solely by Employer. Employee shall communicate to Employer all facts known to Employee relating to the Inventions and shall cooperate with Employer's reasonable requests in connection with vesting title to the Inventions and related copyrights and patents exclusively in Employer and in connection with obtaining, maintaining, protecting and enforcing Employer's exclusive copyrights and patent rights in the Inventions.
Covenant to Assign and Cooperate. Without limiting the generality of the foregoing, Employee shall assign and transfer to Company the world-wide right, title and interest of Employee in the Inventions. Employee agrees that Company may apply for and receive patent rights (including Letters Patent in the United States) for the Inventions in Company*s name in such countries as may be determined solely by Company. Employee shall communicate to Company all facts known to Employee relating to the Inventions and shall cooperate with Company*s reasonable requests in connection with vesting title to the Inventions and related patents exclusively in Company and in connection with obtaining, maintaining and protecting Company*s exclusive patent rights in the Inventions.
Covenant to Assign and Cooperate. Without limiting the generality of the foregoing, Consultant shall assign and transfer, and does hereby assign and transfer, to the Company worldwide right, title and interest of Consultant in the Inventions. Consultant agrees that the Company may file copyright registrations and apply for and receive patents (including without limitation Letters Patent in the United States) for the Inventions in the Company's name in such countries as may be determined solely by the Company. Consultant shall communicate to the Company all facts known to Consultant relating to the Inventions and shall cooperate with the Company's reasonable requests in connection with vesting title to the Inventions and related copyrights and patents exclusively in the Company and in connection with obtaining, maintaining, protecting and enforcing the Company's exclusive copyrights and patent rights in the Inventions. Consultant further acknowledges and agrees that all Inventions, original works of authorship, developments, concepts, know-how, improvements or trade secrets which are made by Consultant (solely or jointly with Company), relating to the business of the Company but excluding those directly related to the RBM Business, within the scope of and during the Term of this Agreement, are "works made for hire" under 17 U.S.C. ss. 101 of the U.S. Copyright Act of 1976, and are compensated by such amounts paid to Consultant under this Agreement, unless regulated otherwise by the mandatory law of the state of Texas. In the event that any such Invention is deemed by a court of competent jurisdiction not to be a "work made for hire", this Agreement shall operate as an irrevocable assignment by Consultant to the Company of all right, title and interest in and to such Inventions, including without limitation all intellectual property rights therein. The Company shall not be required to designate Consultant as author of any Invention, and Consultant shall have no right to exercise any economic rights to the Inventions. Without limiting the foregoing, Consultant shall not have the right to and will not reproduce, adapt, modify, publish, distribute, sublicense, publicly perform or communicate, translate, lease, import and otherwise exploit the Inventions, except as expressly authorized by the Company in writing. If, during the Term of this Agreement, Consultant incorporates into a Company product, process or instrument, an Invention owned by Consultant or in which Consultant has an interest, the...
Covenant to Assign and Cooperate. Without limiting the generality of the foregoing, Executive shall assign and transfer, and does hereby assign and transfer, to Employer the world-wide right, title and interest of Executive in the
Covenant to Assign and Cooperate. Without limiting the generality of the foregoing, Employee shall assign and transfer to Parent the worldwide right, title and interest of Employee in the Inventions. Employee agrees that Parent may apply for and receive patent rights (including Letters Patent in the United States) for the Inventions in Parent’s name in such countries as may be determined solely by Parent. Employee shall provide to Parent all facts known to Employee and reasonably requested by Parent relating to the Inventions, and shall cooperate with Parent’s reasonable requests in connection with vesting title to the Inventions and related patents exclusively in Parent and in connection with obtaining, maintaining and protecting Parent’s exclusive patent rights in the Inventions.

Related to Covenant to Assign and Cooperate

  • PARTIES TO COOPERATE Each Party agrees to cooperate with the others, as applicable, in arranging to print, mail and/or deliver, in a timely manner, combined or coordinated prospectuses or other materials of AVIF and the Accounts.

  • Agreements and Covenants The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Closing Date.

  • Obligation to Cooperate Contractor, including any subcontractor, shall cooperate and comply with any Washington state agency investigation regarding any allegation that Contractor, including any subcontractor, has engaged in discrimination prohibited by this Contract pursuant to RCW 49.60.530(3).

  • Agreement to Cooperate (a) Subject to the terms and conditions herein provided, each of the parties hereto shall use all reasonable efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable pursuant to all agreements, contracts, indentures or other instruments to which the parties hereto are a party, or under any applicable laws and regulations to consummate and make effective the transactions contemplated by this Agreement, including using its reasonable efforts (i) to obtain all necessary or appropriate waivers, consents and approvals from lenders, landlords, security holders or other parties whose waiver, consent or approval is required to consummate the Merger, (ii) to effect all necessary registrations, filings and submissions and (iii) to lift any injunction or other legal bar to the Merger (and, in such case, to proceed with the Merger as expeditiously as possible), subject, however, to the requisite votes of the stockholders of the Company and boards of directors of the Company and Parent. (b) Without limitation of the foregoing, each of Parent and the Company undertakes and agrees to file as soon as practicable after the date hereof a Notification and Report Form under the HSR Act with the Federal Trade Commission (the "FTC") and the Antitrust Division of the Department of Justice (the "Antitrust Division"). Each of Parent and the Company shall (i) use its reasonable efforts to comply as expeditiously as possible with all lawful requests of the FTC or the Antitrust Division for additional information and documents and (ii) not extend any waiting period under the HSR Act or enter into any agreement with the FTC or the Antitrust Division not to consummate the transactions contemplated by this Agreement, except with the prior written consent of the other parties hereto. (c) In the event any litigation is commenced by any person or entity relating to the transactions contemplated by this Agreement, including any Acquisition Transaction, Parent shall have the right, at its own expense, to participate therein, and the Company will not settle any such litigation without the consent of Parent, which consent will not be unreasonably withheld.

  • Continuing Cooperation Following the Termination Date, Executive agrees to cooperate with all reasonable requests for information made by or on behalf of Company with respect to the operations, practices and policies of the Company. In connection with any such requests, the Company shall reimburse Executive for all out-of-pocket expenses reasonably and necessarily incurred in responding to such request(s).