DESIGNS AND INVENTIONS. 13.1 All designs, inventions, programs discoveries or improvements (“Designs and Inventions”) conceived or made by the Manager during the course of or arising out of the Appointment (whether alone or together with any other person or persons) and which concern or are applicable to products or articles manufactured or sold by or to services provided by the Company and/or any Group Company shall be the exclusive property of the Company or such Group Company as the Company directs. 13.2 Any such Designs and Inventions shall be disclosed to the Company whether conceived apprehended or learned by the Manager during the course of or after the termination of the Appointment. 13.3 The Manager shall at all times whether during the course of and after the termination of the Appointment: 13.3.1 not without the prior written consent of the Company apply for any patent or design registration as the case may be either in the United Kingdom, the United States of America or in any other part of the world for any Designs and Inventions conceived or made by him; 13.3.2 if and whenever required by the Company to do so (and in such manner as the Company shall in its sole discretion decide) apply as a nominee of or jointly with the Company for patent or design registration in the United Kingdom and as the Company may require any other part of the world for any Designs and Inventions conceived or made by him and shall sign all such documents and do all such things as may be necessary effectively to vest all applications at any time and from time to time pending and all resulting patents and design registration when granted and all right title and interest to and in the same in the Company absolutely as sole beneficial owner or as the Company may require; 13.3.3 upon demand by the Company sign all such documents execute all such deeds and do all such things as may be necessary for the purpose of obtaining patent or design registration for any Designs and Inventions in any country in the world and for effectively vesting all and any such patents and design registration in the Company as sole beneficial owner or as the Company may require. 13.4 The Manager irrevocably appoints and authorises the Company to act as his attorney and agent for the purpose of executing and/or signing all or any such documents as may be required to give the Company (and/or its nominee and/or assignee) the full benefit of the provisions of this Clause. 13.5 The Company shall pay all expenses in connection with any application for patent or design registration made by the Manager as nominee for or jointly with the Company pursuant to this Clause. 13.6 The Company shall indemnify the Manager against all liabilities to third parties in connection with or arising out of all and any applications and all and any resulting patents and design registrations which may be granted if and to the extent that any such liabilities arise from the act or default of the Company. 13.7 It shall be presumed (but subject to proof to the contrary) that the subject matter of any application for a patent or design registration filed by the Manager or any assignee or agent of the Manager within 12 months after the termination of the Appointment and relating to goods or services of a kind with which the Manager was concerned in the course of his duties is a Design or Invention made by the Manager during the currency of the Appointment.
Appears in 1 contract
Sources: Service Agreement (Bottomline Technologies Inc /De/)
DESIGNS AND INVENTIONS. 13.1 6.1 All designs, inventions, programs discoveries or improvements (“Designs and Inventions”) conceived or made by the Manager Employee during the course of or arising out of the Appointment Employment (whether alone or together with any other person or persons) and which concern or are applicable to products or articles manufactured or sold by or to services provided by the Company and/or any Group Company company ("Designs and Inventions") shall be the exclusive property of the Company or such Group Company as the Company directsCompany.
13.2 6.2 Any such Designs and Inventions shall be disclosed to the Company whether conceived apprehended or learned by the Manager Employee during the course of or after the termination of the AppointmentEmployment.
13.3 6.3 The Manager Employee shall at all times whether during the course of and after the termination of the AppointmentEmployment:
13.3.1 6.3.1 not without the prior written consent of the Company apply for any patent or design registration as the case may be either in the United Kingdom, the United States of America Kingdom or in any other part of the world for any Designs and Inventions conceived or made by him;
13.3.2 6.3.2 if and whenever required by the Company to do so (and in such manner as the Company shall in its sole discretion decide) apply as a nominee of or jointly with the Company for patent or design registration in the United Kingdom and as the Company may require any other part of the world for any Designs and Inventions Invention conceived or made by him and and/or shall sign execute all such documents and do all such things as may be necessary effectively to obtain or vest all applications at any time and from time to time pending and all resulting patents and design registration when granted and all right title and interest to and in the same in the Company absolutely as sole beneficial owner or as the Company may require;
13.3.3 upon demand by the Company sign all such documents execute all such deeds and do all such things as may be necessary for the purpose of obtaining patent or design registration for any Designs and Inventions in any country in the world and for effectively vesting all and any such patents and design registration in the Company as sole beneficial owner or as the Company may require.
13.4 6.4 The Manager Employee irrevocably appoints and authorises the Company to act as his attorney and agent for the purpose purposes of executing and/or signing all or any such documents as may be required to give the Company (and/or its nominee and/or assignee) the full benefit of the provisions of this Clauseclause.
13.5 6.5 The Company shall pay all expenses in connection with any application for patent or design registration made by the Manager Employee as nominee for or jointly with the Company pursuant to this Clauseclause.
13.6 6.6 The Company shall indemnify the Manager Employee against all liabilities to third parties in connection with or arising out of all and any applications and all and any resulting patents and design registrations which may be granted if and to the extent that any such liabilities arise from the act or default of the Company.
13.7 6.7 It shall be presumed (but subject to proof to the contrary) that the subject matter of any application for a patent or design registration filed by the Manager Employee or any assignee or agent of the Manager Employee within 12 months after the termination of the Appointment Employment and relating to goods or services of a kind with which the Manager Employee was concerned in the course of his duties is a Design or Invention made by the Manager Employee during the currency of the AppointmentEmployment.
Appears in 1 contract
Sources: Employment Agreement (Cable Design Technologies Corp)
DESIGNS AND INVENTIONS. 13.1 All designs, inventions, programs discoveries or improvements (“Designs and Inventions”) conceived or made by the Manager Executive during the course of or arising out of the Appointment (whether alone or together with any other person or persons) and which concern or are applicable to products or articles manufactured or sold by or to services provided by the Company and/or any Group Company shall be the exclusive property of the Company or such Group Company as the Company directs.
13.2 Any such Designs and Inventions shall be disclosed to the Company whether conceived apprehended or learned by the Manager Executive during the course of or after the termination of the Appointment.
13.3 The Manager Executive shall at all times whether during the course of and after the termination of the Appointment:
13.3.1 not without the prior written consent of the Company apply for any patent or design registration as the case may be either in the United Kingdom, the United States of America or in any other part of the world for any Designs and Inventions conceived or made by him;
13.3.2 if and whenever required by the Company to do so (and in such manner as the Company shall in its sole discretion decide) apply as a nominee of or jointly with the Company for patent or design registration in the United Kingdom and as the Company may require any other part of the world for any Designs and Inventions conceived or made by him and shall sign all such documents and do all such things as may be necessary effectively to vest test all applications at any time and from time to time pending and all resulting patents and design registration when granted and all right title and interest to and in the same in the Company absolutely as sole beneficial owner or as the Company may require;
13.3.3 upon demand by the Company sign all such documents execute all such deeds and do all such things as may be necessary for the purpose of obtaining patent or design registration for any Designs and Inventions in any country in the world and for effectively vesting all and any such patents and design registration in the Company as sole beneficial owner or as the Company may require.
13.4 The Manager Executive irrevocably appoints and authorises the Company to act as his attorney and agent for the purpose purposes of executing and/or signing all or any such documents as may be required to give the Company (and/or its nominee and/or assignee) the full benefit of the provisions of this Clause.
13.5 The Company shall pay all expenses in connection with any application for patent or design registration made by the Manager Executive as nominee for or jointly with the Company pursuant to this Clause.
13.6 The Company shall indemnify the Manager Executive against all liabilities to third parties in connection with or arising out of all and any applications and all and any resulting patents and design registrations which may be granted if and to the extent that any such liabilities arise from the act or default of the Company.
13.7 It shall be presumed (but subject to proof to the contrary) that the subject matter of any application for a patent or design registration filed by the Manager Executive or any assignee or agent of the Manager Executive within 12 months after the termination of the Appointment and relating to goods or services of a kind with which the Manager Executive was concerned in the course of his duties is a Design or Invention made by the Manager Executive during the currency of the Appointment.
Appears in 1 contract
Sources: Service Agreement (Bottomline Technologies Inc /De/)