Common use of Inventions and Other Intellectual Property Clause in Contracts

Inventions and Other Intellectual Property. 13.1 You agree to disclose to us in writing full details of any Employer Intellectual Property promptly following its making, creation or discovery. 13.2 You agree that any Employer Intellectual Property shall so far as the law permits belong to and be the absolute property of the Employer or any other Group Company as the Employer may direct upon creation and: 13.2.1 to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 hereby assign to the Employer or such other Group Company with full title guarantee by way of present and future assignment all such Employer Intellectual Property. 13.3 If and when we require you so to do you shall, at our expense, as the Employer or any other Group Company may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 apply or join with the Employer or such Group Company in applying for patents or other protection or registration in the United Kingdom and in any other part of the world for the Employer Intellectual Property; and 13.3.3 execute and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer Intellectual Property including such patents or other protection or registration when obtained and all right, title and interest to and in them absolutely. 13.4 You irrevocably and unconditionally waive any and all moral rights in connection with your authorship of any existing or future copyright work made or created by you during the Employment forming part of Employer Intellectual Property. 13.5 The rights and obligations under this clause shall continue in force after termination of this Agreement in respect of Employer Intellectual Property and shall be binding on your representatives. 13.6 Nothing in this clause shall be construed as restricting your rights under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 You agree The Appointee may make inventions or create other intellectual property during the Employment. In this respect the Appointee has a special responsibility to disclose further the interests of the Company and the Group given the Appointee’s position at the Company and the remuneration paid to us in writing full details of any Employer Intellectual Property promptly following its making, creation or discoverythe Appointee under this Agreement. 13.2 You agree In recognition of the Appointee’s position, remuneration and responsibility, the Appointee acknowledges and agrees that any Employer invention, improvement, design, process, information, copyright work, trade ▇▇▇▇, trade name or get-up or any other intellectual property (together the “Intellectual Property Property”) made, created or discovered by him during the Employment (whether capable of being patented or registered or not) in conjunction with or in any way affecting or relating to the business of the Company or any Group Company or capable of being used or adapted for use in the Company or any such Group Company or in connection therewith shall so far as be immediately disclosed to the law permits Company and shall belong to and be the absolute property of the Employer Company or any other such Group Company as the Employer Company may direct upon creation and:direct. 13.2.1 13.3 However clause 13.2 shall only apply to the extent that any invention was made by the same does not automatically belong Appointee in the course of his duties or in the course of duties falling outside the Appointee’s normal duties but which have been specifically assigned to us upon creationhim (together “Duties”) and (i) such invention was reasonably expected to result therefrom; and/or (ii) at the time of making the invention, undertake because of the nature of his Duties and the particular responsibilities arising therefrom, the Appointee had a special obligation to hold further the interests of the Company. 13.4 The Appointee acknowledges that he has no rights, interest or claims, either during the Employment or after the termination of the Employment, in or to any such Employer Intellectual Property upon trust and he shall not use such Intellectual Property other than during the period of the Employment and for the benefit purpose of the Employer until such time as it Company or the Group. 13.5 If and whenever required to do so by the Company, (whether during the Employment or after its termination), the Appointee shall be vested absolutely in at the Employer expense of the Company or such other Group Company; and 13.2.2 hereby assign to the Employer or such other Group Company with full title guarantee by way of present and future assignment all such Employer Intellectual Property. 13.3 If and when we require you so to do you shall, at our expense, as the Employer or any other Group Company may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 apply or join with the Employer or such Group Company in applying for patents or other protection or registration in the United Kingdom and in any other part of the world for the Employer Intellectual Property; and 13.3.3 execute and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer Intellectual Property including such patents or other protection or registration when obtained and all right, title and interest to and in them absolutely. 13.4 You irrevocably and unconditionally waive any and all moral rights in connection with your authorship of any existing or future copyright work made or created by you during the Employment forming part of Employer Intellectual Property. 13.5 The rights and obligations under this clause shall continue in force after termination of this Agreement in respect of Employer Intellectual Property and shall be binding on your representatives. 13.6 Nothing in this clause shall be construed as restricting your rights under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 You 2.1 The parties foresee that you may make inventions or create other Intellectual Property in the course of your duties and agree that in this respect you have a special responsibility to disclose further the interests of Magic4, Openwave and any Associated Company. 2.2 Any invention, improvement, design, process, information, copyright work, computer program, trade m▇▇▇, trade name or get-up, work or other output (Work) made, created or discovered by you following the Commencement Date and/or during your employment (whether capable of being patented or registered or not and whether or not made or discovered in the course of your employment) in each case in conjunction with or in any way affecting or relating to us in writing full details the business of Magic4, Openwave or of any Employer Associated Company or capable of being used or adapted for use in or in connection with such business, together with all Intellectual Property promptly following its makingsubsisting therein, creation or discovery. 13.2 You agree that any Employer (collectively Intellectual Property Rights) shall so far as the law permits be disclosed immediately to Magic4 and shall (subject to sections 39 to 43 Patents Act 1977) belong to and be the absolute property of the Employer Magic4 or any other Group such Associated Company as the Employer Magic4 may direct upon creation and: 13.2.1 to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 and you hereby assign to the Employer or such other Group Company Magic4 with full title guarantee and by way of present and assignment of future assignment rights, all such Employer copyright, database rights, design rights (and any other Intellectual PropertyProperty capable of assignment by way of present assignment of future rights) which may fall within the definition of the Intellectual Property Rights absolutely for the full term of those rights. 13.3 2.3 If and when we require you whenever required so to do by Magic4 you shallshall at the expense of Magic4, at our expense, Openwave or such Associated Company as the Employer or any other Group Company Magic4 may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 2.3.1 apply or join with the Employer Magic4, Openwave or such Group Associated Company in applying for patents patent or other protection or registration in the United Kingdom and in any other part of the world for the Employer any Intellectual PropertyProperty Rights; and 13.3.3 2.3.2 execute all instruments and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer all Intellectual Property Rights (including such patents patent or other protection or registration when obtained so obtained) and all right, title and interest to and in them absolutely, with full title guarantee and as sole beneficial owner, in Magic4, Openwave or such Associated Company or in such other person as Magic4 may specify. 13.4 2.4 You irrevocably and unconditionally waive any all your rights under Chapter IV of Part I Copyright Designs and all moral rights Patents Act 1988 in connection with your authorship of any existing or future copyright work made or created by you during in the Employment forming course of your employment, in whatever part of Employer Intellectual Propertythe world such rights may be enforceable including, without limitation: 2.4.1 the right conferred by section 77 of that Act to be identified as the author of any such work; and 2.4.2 the right conferred by section 80 of that Act not to have any such work subjected to derogatory treatment. 13.5 The rights and obligations under this clause shall continue in force after termination of this Agreement in respect of Employer Intellectual Property and shall be binding on your representatives. 13.6 Nothing in this clause shall be construed as restricting your rights under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 You agree to disclose to us in writing full details of any Employer 15.1 The parties foresee that the Executive may make inventions or create other Intellectual Property promptly following its making, creation or discoveryin the course of his duties and agree that in this respect the Executive has a special responsibility to further the interests of the Company and any Group Company. 13.2 You agree 15.2 The Executive agrees that any Employer Intellectual Property shall so far as the law permits belong to and be the absolute property of the Employer or any other Group Company as the Employer may direct upon creation and: 13.2.1 he will promptly make full written disclosure to the extent that the same does not automatically belong to us upon creationCompany, undertake to will hold any such Employer Intellectual Property upon in trust for the sole right and benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 , and hereby assign assigns to the Employer Company, or such other Group Company with full title guarantee by way its designee, all of present and future assignment all such Employer Intellectual Property. 13.3 If and when we require you so to do you shall, at our expense, as the Employer or any other Group Company may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 apply or join with the Employer or such Group Company in applying for patents or other protection or registration in the United Kingdom and in any other part of the world for the Employer Intellectual Property; and 13.3.3 execute and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer Intellectual Property including such patents or other protection or registration when obtained and all his right, title and interest throughout the world in and to and in them absolutely. 13.4 You irrevocably and unconditionally waive any and all moral Intellectual Property, whether or not patentable or registrable under copyright, trademark or similar laws, which he may solely or jointly develop, or cause to be developed, during the term of the Employment, whether during working hours or otherwise (collectively referred to as “Developed Intellectual Property”). The Executive further acknowledges that all Developed Intellectual Property which are original works of authorship or otherwise constitute copyrightable subject matter are “works made for hire” within the meaning of the United States Copyright Act and any similar laws of other jurisdictions (to the greatest extent permitted by applicable law) and are compensated by the Executive’s salary. 15.3 The Executive agrees to keep and maintain adequate and current written records of all Developed Intellectual Property during the term of the Employment with the Company. The records may be in the form of notes, sketches, drawings, flow charts, electronic data or recordings, laboratory notebooks, and/or any other suitable format. Such records and any other materials or media embodying Developed Intellectual Property or Confidential Information will be available to and remain the sole property of the Company at all times. The Executive agrees not to remove any of the foregoing records, materials or media from the Company’s place of business except as expressly permitted by Company policy which may, from time to time, be revised at the sole election of the Company for the purpose of furthering the Company’s business. 15.4 The Executive agrees to assist the Company, or its designee, at the Company’s expense, in every proper way to secure the Company’s rights in connection the Developed Intellectual Property in any and all countries, including the disclosure to the Company of all pertinent information and data with your authorship respect thereto, the execution of any existing or future copyright work made or created by you during all applications, specifications, oaths, assignments, recordations, and all other instruments which the Employment forming part of Employer Company shall deem necessary in order to apply for, obtain, maintain and transfer such rights and in order to assign and convey to the Company, its successors, assigns and nominees the sole and exclusive right, title and interest in and to such Developed Intellectual Property. 13.5 . The rights and obligations under this clause Executive further agrees that such obligation to execute or cause to be executed, when it is in his power to do so, any such instrument or papers shall continue in force after the termination of this Agreement until the expiration of the last right in respect of Employer such Intellectual Property to expire in any country of the world. If the Company is unable because of the Executive’s mental or physical incapacity or unavailability or for any other reason to secure his signature to apply for or to pursue any application for any United States or foreign patents or mask work, trademark or copyright registrations covering Developed Intellectual Property assigned to the Company as above, then the Executive hereby irrevocably designates and shall be binding on your representativesappoints the Company and its duly authorized officers and agents as his agent and attorney in fact, to act for and in his behalf and stead to execute and file any such applications and to do all other lawfully permitted acts to further the application for, prosecution, issuance, maintenance or transfer of Intellectual Property registrations with the same legal force and effect as if originally executed by the Executive. The Executive hereby waives and irrevocably quitclaims to the Company any and all claims, of any nature whatsoever, which the Executive may now or hereafter have for infringement of any and all Intellectual Property assigned to the Company. 13.6 Nothing in this clause shall be construed as restricting your rights under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 16.1 You acknowledge that you may make, discover or create Intellectual Property in the course of your duties and agree that in this respect you have a special obligation to further the interests of the Employer and any Group Company. 16.2 You agree to disclose to us in writing full details of any Employer Intellectual Property promptly following its making, creation or discovery. 13.2 16.3 You agree that any Employer Intellectual Property shall so far as the law permits belong to and be the absolute property of the Employer or any other Group Company as the Employer may direct upon creation and: 13.2.1 16.3.1 to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 16.3.2 hereby assign to the Employer or such other Group Company with full title guarantee by way of present and future assignment all such Employer Intellectual Property. 13.3 16.4 If and when we require you so to do you shall, at our expense, as the Employer or any other Group Company may direct: 13.3.1 16.4.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 16.4.2 apply or join with the Employer or such Group Company in applying for patents or other protection or registration in the United Kingdom and in any other part of the world for the Employer Intellectual Property; and 13.3.3 16.4.3 execute and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer Intellectual Property including such patents or other protection or registration when obtained and all right, title and interest to and in them absolutely. 13.4 16.5 You irrevocably and unconditionally waive any and all moral rights in connection with your authorship of any existing or future copyright work made or created by you during the Employment forming part of Employer Intellectual PropertyEmployment. 13.5 16.6 You irrevocably appoint the Employer to be your attorney in your name and on your behalf to execute and do any such instrument or thing and generally to use your name for the purpose of giving to the Employer the full benefit of this clause. In favour of any third party, a certificate in writing signed by any director or by the secretary of the Employer that any instrument or act falls within the authority conferred by this clause shall be conclusive evidence that such is the case. 16.7 The rights and obligations under this clause shall continue in force after termination of this Agreement in respect of Employer Intellectual Property and shall be binding on your representatives. 13.6 16.8 Nothing in this clause shall be construed as restricting your rights under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 You 2.1 The parties foresee that you may make inventions or create other Intellectual Property in the course of your duties and agree that in this respect you have a special responsibility to disclose further the interests of Magic4, Openwave and any Associated Company. 2.2 Any invention, improvement, design, process, information, copyright work, computer program, trade ▇▇▇▇, trade name or get-up, work or other output (Work) made, created or discovered by you following the Commencement Date and/or during your employment (whether capable of being patented or registered or not and whether or not made or discovered in the course of your employment) in each case in conjunction with or in any way affecting or relating to us in writing full details the business of Magic4, Openwave or of any Employer Associated Company or capable of being used or adapted for use in or in connection with such business, together with all Intellectual Property promptly following its makingsubsisting therein, creation or discovery. 13.2 You agree that any Employer (collectively Intellectual Property Rights) shall so far as the law permits be disclosed immediately to Magic4 and shall (subject to sections 39 to 43 Patents Act 1977) belong to and be the absolute property of the Employer Magic4 or any other Group such Associated Company as the Employer Magic4 may direct upon creation and: 13.2.1 to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 and you hereby assign to the Employer or such other Group Company Magic4 with full title guarantee and by way of present and assignment of future assignment rights, all such Employer copyright, database rights, design rights (and any other Intellectual PropertyProperty capable of assignment by way of present assignment of future rights) which may fall within the definition of the Intellectual Property Rights absolutely for the full term of those rights. 13.3 2.3 If and when we require you whenever required so to do by Magic4 you shallshall at the expense of Magic4, at our expense, Openwave or such Associated Company as the Employer or any other Group Company Magic4 may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 2.3.1 apply or join with the Employer Magic4, Openwave or such Group Associated Company in applying for patents patent or other protection or registration in the United Kingdom and in any other part of the world for the Employer any Intellectual PropertyProperty Rights; and 13.3.3 2.3.2 execute all instruments and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer all Intellectual Property Rights (including such patents patent or other protection or registration when obtained so obtained) and all right, title and interest to and in them absolutely, with full title guarantee and as sole beneficial owner, in Magic4, Openwave or such Associated Company or in such other person as Magic4 may specify. 13.4 2.4 You irrevocably and unconditionally waive any all your rights under Chapter IV of Part I Copyright Designs and all moral rights Patents Act 1988 in connection with your authorship of any existing or future copyright work made or created by you during in the Employment forming course of your employment, in whatever part of Employer Intellectual Propertythe world such rights may be enforceable including, without limitation: 2.4.1 the right conferred by section 77 of that Act to be identified as the author of any such work; and 2.4.2 the right conferred by section 80 of that Act not to have any such work subjected to derogatory treatment. 13.5 The rights and obligations under this clause shall continue in force after termination of this Agreement in respect of Employer Intellectual Property and shall be binding on your representatives. 13.6 Nothing in this clause shall be construed as restricting your rights under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 You 16.1 The parties foresee that the Executive may make inventions or create other Intellectual Property in the course of her duties and agree that in this respect the Executive has a special responsibility to disclose further the interests of the Company and any Group Company. 16.2 Any invention, improvement, design, process, information, copyright work, computer program, trade ▇▇▇▇, trade name or get-up, work or other output made, created or discovered by the Executive during the Employment (whether capable of being patented or registered or not and whether or not made or discovered in the course of the Employment) in conjunction with or in any way affecting or relating to us in writing full details the business of the Company or of any Employer Group Company or capable of being used or adapted for use in or in connection with such business, together with all Intellectual Property promptly following its makingsubsisting therein, creation or discovery. 13.2 You agree that any Employer (collectively “Intellectual Property Rights”) shall so far as be disclosed immediately to the law permits Company and shall (subject to sections 39 to 43 Patents Act 1977) belong to and be the absolute property of the Employer Company or any other such Group Company as the Employer Company may direct upon creation and: 13.2.1 and the Executive hereby assigns to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 hereby assign to the Employer or such other Group Company with full title guarantee and by way of present and assignment of future assignment rights, all such Employer copyright, database rights, design rights (and any other Intellectual PropertyProperty capable of assignment by way of present assignment of future rights) which may fall within the definition of the Intellectual Property Rights absolutely for the full term of those rights. 13.3 16.3 If and when we require you whenever required so to do you shall, by the Company the Executive shall at our expense, the expense of the Company or such Group Company as the Employer or any other Group Company may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 (a) apply or join with the Employer Company or such Group Company in applying for patents patent or other protection or registration in the United Kingdom and in any other part of the world for the Employer any Intellectual PropertyProperty Rights; and 13.3.3 (b) execute all instruments and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer all Intellectual Property Rights (including such patents patent or other protection or registration when obtained so obtained) and all right, title and interest to and in them absolutely, with full title guarantee and as sole beneficial owner, in the Company or such Group Company or in such other person as the Company may specify. 13.4 You 16.4 The Executive irrevocably and unconditionally waive any waives all rights under Chapter IV of Part I Copyright Designs and all moral rights Patents ▇▇▇ ▇▇▇▇ in connection with your her authorship of any existing or future copyright work made or created by you during in the Employment forming course of the Employment, in whatever part of Employer Intellectual Propertythe world such rights may be enforceable including, without limitation: (a) the right conferred by section 77 of that Act to be identified as the author of any such work; and (b) the right conferred by section 80 of that Act not to have any such work subjected to derogatory treatment. 13.5 16.5 The rights Executive irrevocably appoints the Company to be her Attorney in her name and obligations under this clause shall continue in force after termination on her behalf to execute any such instrument or do any such thing and generally to use her name for the purpose of giving to the Company the full benefits of this clause. A certificate in writing in favour of any third party signed by any director or by the Secretary of the Company that any instrument or act falls within the authority conferred by this Agreement in respect of Employer Intellectual Property and shall be binding on your representativesconclusive evidence that such is the case. 13.6 16.6 Nothing in this clause 16 shall be construed as restricting your the rights of the Executive or the Company under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 You 14.1 The parties foresee that the Executive may make inventions or create other Intellectual Property in the course of his duties and agree that in this respect the Executive has a special responsibility to disclose further the interests of AstraZeneca, the Company and any Group Company. 14.2 Any invention, improvement, design, process, information, copyright work, computer program, trade ▇▇▇▇, trade name or get-up, work or other output (Work) made, created or discovered by the Executive during the Employment (whether capable of being patented or registered or not and whether or not made or discovered in the course of the Employment) in conjunction with or in any way affecting or relating to us in writing full details the business of the Company or of any Employer Intellectual Group Company or capable of being used or adapted for use in or in connection with such business, together with all lntellectual Property promptly following its makingsubsisting therein, creation or discovery. 13.2 You agree that any Employer Intellectual (collectively lntellectual Property Rights) shall so far as be disclosed immediately to the law permits Company and shall (subject to sections 39 to 43 Patents Act 1977) belong to and be the absolute property of the Employer Company or any other such Group Company as the Employer Company may direct upon creation and: 13.2.1 and the Executive hereby assigns to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 hereby assign to the Employer or such other Group Company with full title guarantee and by way of present assignment of future rights, ail such copyright, database rights, design rights (and any other lntellectual Property capable of assignment by way of present assignment of future assignment all such Employer Intellectual Propertyrights) which may fall within the definition of the lntellectual Property Rights absolutely for the full term of those rights. 13.3 14.3 If and when we require you whenever required so to do you shall, by the Company the Executive shall at our expense, the expense of the Company or such Group Company as the Employer or any other Group Company may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 (a) apply or join with the Employer Company or such Group Company in applying for patents patent or other protection or registration in the United Kingdom and in any other part of the world for the Employer Intellectual Propertyany lntellectual Property Rights; and 13.3.3 (b) execute all instruments and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer Intellectual all lntellectual Property Rights (including such patents patent or other protection or registration when obtained so obtained) and all right, title and interest to and in them absolutely, with full title guarantee and as sole beneficial owner, in the Company or such Group Company or in such other person as the Company may specify. 13.4 You 14.4 The Executive irrevocably and unconditionally waive any waives all rights under Chapter IV of Part I Copyright Designs and all moral rights Patents ▇▇▇ ▇▇▇▇ in connection with your his authorship of any existing or future copyright work made or created by you during in the Employment forming course of the Employment, in whatever part of Employer Intellectual Propertythe world such rights may be enforceable including, without limitation: (a) the right conferred by section 77 of that Act to be identified as the author of any such work; and (b) the right conferred by section 80 of that Act not to have any such work subjected to derogatory treatment. 13.5 14.5 The rights Executive irrevocably appoints the Company to be his Attorney in his name and obligations under on his behalf to execute any such instrument or do any such thing and generally to use his name for the purpose of giving to the Company the full benefits of this clause shall continue A certificate in force after termination writing in favour of any third party signed by any director or by the Secretary of the Company that any instrument or act falls within the authority conferred by this Agreement in respect of Employer Intellectual Property and shall be binding on your representativesconclusive evidence that such is the case. 13.6 14.6 Nothing in this clause 14 shall be construed as restricting your the rights of the Executive or the Company under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 You 15.1 The parties foresee that the Executive may make inventions or create other Intellectual Property in the course of her duties and agree that in this respect the Executive has a special responsibility to disclose further the interests of the Company and any Group Company. 15.2 Any invention, improvement, design, process, information, copyright work, computer program, trade ▇▇▇▇, trade name or get-up, work or other output made, created or discovered by the Executive during the Employment (whether capable of being patented or registered or not and whether or not made or discovered in the course of the Employment) in conjunction with or in any way affecting or relating to us in writing full details the business of the Company or of any Employer Group Company or capable of being used or adapted for use in or in connection with such business, together with all Intellectual Property promptly following its makingsubsisting therein, creation or discovery. 13.2 You agree that any Employer (collectively “Intellectual Property Rights”) shall so far as be disclosed immediately to the law permits Company and shall (subject to sections 39 to 43 Patents Act 1977) belong to and be the absolute property of the Employer Company or any other such Group Company as the Employer Company may direct upon creation and: 13.2.1 and the Executive hereby assigns to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 hereby assign to the Employer or such other Group Company with full title guarantee and by way of present and assignment of future assignment rights, all such Employer copyright, database rights, design rights (and any other Intellectual PropertyProperty capable of assignment by way of present assignment of future rights) which may fall within the definition of the Intellectual Property Rights absolutely for the full term of those rights. 13.3 15.3 If and when we require you whenever required so to do you shall, by the Company the Executive shall at our expense, the expense of the Company or such Group Company as the Employer or any other Group Company may direct: 13.3.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 (a) apply or join with the Employer Company or such Group Company in applying for patents patent or other protection or registration in the United Kingdom and in any other part of the world for the Employer any Intellectual PropertyProperty Rights; and 13.3.3 (b) execute all instruments and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer all Intellectual Property Rights (including such patents patent or other protection or registration when obtained so obtained) and all right, title and interest to and in them absolutely, with full title guarantee and as sole beneficial owner, in the Company or such Group Company or in such other person as the Company may specify. 13.4 You 15.4 The Executive irrevocably and unconditionally waive any waives all rights under Chapter IV of Part I Copyright Designs and all moral rights Patents ▇▇▇ ▇▇▇▇ in connection with your her authorship of any existing or future copyright work made or created by you during in the Employment forming course of the Employment, in whatever part of Employer Intellectual Propertythe world such rights may be enforceable including, without limitation: (a) the right conferred by section 77 of that Act to be identified as the author of any such work; and (b) the right conferred by section 80 of that Act not to have any such work subjected to derogatory treatment. 13.5 15.5 The rights Executive irrevocably appoints the Company to be her Attorney in her name and obligations under this clause shall continue in force after termination on her behalf to execute any such instrument or do any such thing and generally to use her name for the purpose of giving to the Company the full benefits of this clause. A certificate in writing in favour of any third party signed by any director or by the Secretary of the Company that any instrument or act falls within the authority conferred by this Agreement in respect of Employer Intellectual Property and shall be binding on your representativesconclusive evidence that such is the case. 13.6 15.6 Nothing in this clause 15 shall be construed as restricting your the rights of the Executive or the Company under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇.

Inventions and Other Intellectual Property. 13.1 16.1 You acknowledge that you may make, discover or create Intellectual Property in the course of your duties and agree that in this respect you have a special obligation to further the interests of the Employer and any Group Company. 16.2 You agree to disclose to us in writing full details of any Employer Intellectual Property promptly following its making, creation or discovery. 13.2 16.3 You agree that any Employer Intellectual Property shall so far as the law permits belong to and be the absolute property of the Employer or any other Group Company as the Employer may direct upon creation and: 13.2.1 16.3.1 to the extent that the same does not automatically belong to us upon creation, undertake to hold any such Employer Intellectual Property upon trust for the benefit of the Employer until such time as it shall be vested absolutely in the Employer or such other Group Company; and 13.2.2 16.3.2 hereby assign to the Employer or such other Group Company with full title guarantee by way of present and future assignment all such Employer Intellectual Property. 13.3 16.4 If and when we require you so to do you shall, at our expense, as the Employer or any other Group Company may direct: 13.3.1 16.4.1 give and supply to the Employer or such Group Company all such information, data, drawings and assistance as the Employer or such Group Company may require in order to exploit the Employer Intellectual Property to best advantage; 13.3.2 16.4.2 apply or join with the Employer or such Group Company in applying for patents or other protection or registration in the United Kingdom and in any other part of the world for the Employer Intellectual Property; and 13.3.3 16.4.3 execute and do all instruments and things necessary for vesting in the Employer or such Group Company or in such other person as the Employer may specify, as sole beneficial owner, any Employer Intellectual Property including such patents or other protection or registration when obtained and all right, title and interest to and in them absolutely. 13.4 16.5 You irrevocably and unconditionally waive any and all moral rights in connection with your authorship of any existing or future copyright work made or created by you during the Employment forming part Employment. For the avoidance of Employer Intellectual Propertydoubt, this clause 16.5 will not apply to any copyright work made or created by you in the course of your carrying out such external activities as are permitted under clause 14.1. 13.5 16.6 You irrevocably appoint the Employer to be your attorney in your name and on your behalf to execute and do any such instrument or thing and generally to use your name for the purpose of giving to the Employer the full benefit of this clause. In favour of any third party, a certificate in writing signed by any director or by the secretary of the Employer that any instrument or act falls within the authority conferred by this clause shall be conclusive evidence that such is the case. 16.7 The rights and obligations under this clause shall continue in force after termination of this Agreement in respect of Employer Intellectual Property and shall be binding on your representatives. 13.6 16.8 Nothing in this clause shall be construed as restricting your rights under sections 39 to 43 Patents ▇▇▇ ▇▇▇▇Act 1977.