Common use of Inventions and Patents Clause in Contracts

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliate. The Executive shall promptly disclose such Work Product to the President and perform all actions reasonably requested by the President (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such to the Board Work Product to conceived, developed or made by the President and Executive after the commencement of the Employment Period. The Executive shall perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her their agent and attorney-in-fact to execute any such papers on his or her their behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees You agree that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, trade secrets, systems, software developments, ideas, results, methods, designs, artwork, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliatesAffiliates’ actual or anticipated businessbusinesses, research and development or existing products (or future products under development) or services and which are conceived, developed or made by the Executive you (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during your employment with the Company (including those conceivedCompany, developed or made prior to the date of this Agreement) together with all intellectual property rights therein, including, but not limited to, any patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing foregoing, but only with respect to the treatment of cancer in humans (collectively referred to herein as the “Work Product”), belong is the exclusive property of the Company and/or its Affiliates. For the avoidance of doubt and without limiting the foregoing, (x) the Company or any of its Affiliates shall be the sole owner of all right, title and interest in such Work Product, including all instances intellectual property rights relating to such Work Product, without you retaining any license or other residual right whatsoever, and (y) any rights to any new or an existing Work Product are automatically conveyed, assigned and transferred to the Company pursuant to this agreement. You hereby waive and renounce to all moral rights related, directly or indirectly, to any such affiliateexisting or new Work Product. The Executive shall You will take reasonable steps to promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of and its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees You agree that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, trade secrets, systems, software developments, ideas, results, methods, designs, artwork, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliatesthe Company Affiliates’ actual or anticipated businessbusinesses, research and development or existing products (or future products under development) or services and which are conceived, developed or made by the Executive you (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during your continued employment with the Company (including those conceivedCompany, developed or made prior to the date of this Agreement) together with all intellectual property rights therein, including without limitation any patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong is the exclusive property of the Company and/or the Company Affiliates. For the avoidance of doubt and without limiting the foregoing, (x) the Company or any of the Company Affiliates shall be the sole owner of all right, title and interest in such Work Product, including without limitation all instances intellectual property rights relating to such Work Product, without you retaining any license or other residual right whatsoever, and (y) any rights to any new or an existing Work Product are automatically conveyed, assigned and transferred to the Company pursuant to this amended letter agreement. You hereby waive and renounce to all moral rights related, directly or indirectly, to any such affiliateexisting or new Work Product. The Executive shall You will take reasonable steps to promptly disclose such Work Product to the President CEO and Board and perform all actions reasonably requested by the President CEO and Board (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, including without limitation, limitation the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates and the Company Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees You agree that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, trade secrets, systems, software developments, ideas, results, methods, designs, artwork, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliatesthe Company Affiliates’ actual or anticipated businessbusinesses, research and development or existing products (or future products under development) or services and which are conceived, developed or made by the Executive you (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during your employment with the Company (including those conceivedCompany, developed or made prior to the date of this Agreement) together with all intellectual property rights therein, including without limitation any patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ mark applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong is the exclusive property of the Company and/or the Company Affiliates. For the avoidance of doubt and without limiting the foregoing, (x) the Company or any of the Company Affiliates shall be the sole owner of all right, title and interest in such Work Product, including without limitation all instances intellectual property rights relating to such Work Product, without you retaining any license or other residual right whatsoever, and (y) any rights to any new or an existing Work Product are automatically conveyed, assigned and transferred to the Company pursuant to this letter agreement. You hereby waive and renounce to all moral rights related, directly or indirectly, to any such affiliateexisting or new Work Product. The Executive shall You will take reasonable steps to promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, including without limitation, limitation the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates and the Company Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s (or any of its affiliates’ actual or anticipated businesspredecessor’s) Business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of his employment with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Employee hereby assigns and agrees to assign to the Company any rights he may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the Effective Time. The Executive shall Employee agrees that his or her copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Employee hereby assigns and agrees to assign his or her entire right, title and interest in the copyright to such works to the Company. Employee will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under to the conditions described in this sentenceextent the assistance of Employee is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s (or any of its affiliates’ actual or anticipated businesspredecessor’s) Business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of her employment with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Employee hereby assigns and agrees to assign to the Company any rights she may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the Effective Time. The Executive shall Employee agrees that her copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Employee hereby assigns and agrees to assign her entire right, title and interest in the copyright to such works to the Company. Employee will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under to the conditions described in this sentenceextent the assistance of Employee is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatessubsidiaries’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed (and for the Non-Compete Period (as defined herein) if and to the extent such Work Product (as hereinafter defined) results from any work performed for the Company or its subsidiaries, any use of the Company’s or its subsidiaries’ premises or property or any use of Confidential Information) by the Company or any of its subsidiaries (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as as, the “Work Product”), belong in all instances to the Company or such affiliatesubsidiary. The Executive shall Employee will promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s or such subsidiaries’ ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or and any of its affiliates subsidiaries (whether during or after the Employment Period) in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product. Employee recognizes and agrees that the Work Product, to the extent copyrightable, constitutes works for hire under the conditions described in this sentencecopyright laws of the United States.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), constitute works for hire that automatically belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliates’ actual or anticipated businessBusiness, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of his employment with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Employee hereby assigns and agrees to assign to the Company any rights he may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the Effective Time. The Executive shall Employee agrees that his copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Employee hereby assigns and agrees to assign his entire right, title and interest in the copyright to such works to the Company. Employee will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product, to the extent the assistance of Employee is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences. Notwithstanding the foregoing, this Section 8 does not require Employee to assign or offer to assign any of Employee’s rights to an invention for which no equipment, supplies, facilities, or trade secret information of the Company was used and which was developed entirely on Employee's own time, unless (a) the invention relates (i) directly to the business of the Company, or (ii) to the Company's actual or demonstrably anticipated research or development, or (b) the maintenance, enforcement and renewal of invention results from any rights that may be obtained, granted or vest therein, and (c) work performed by Employee for the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentenceCompany.

Inventions and Patents. The Executive Consultant agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s 's or any of its affiliates’ ' actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Consultant (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by Consultant is serving the Company under this Agreement (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “"Work Product”"), belong in all instances to the Company or such affiliate. The Executive Consultant shall promptly disclose such Work Product to the President Chief Executive Officer and perform all actions reasonably requested by the President Chief Executive Officer (whether during or after the Employment Consulting Period) to establish and confirm the Company’s 's ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive Consultant on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the ExecutiveConsultant, and the Executive Consultant hereby irrevocably designates and appoints each executive officer of the Company as his or her its agent and attorney-in-fact to execute any such papers on his or her its behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive Contractor agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s (or any of its affiliates’ actual or anticipated businesspredecessor’s) Business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Contractor (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of his engagement with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Contractor hereby assigns and agrees to assign to the Company any rights he may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the effective date of this Agreement. The Executive shall Contractor agrees that his copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Contractor hereby assigns and agrees to assign his entire right, title and interest in the copyright to such works to the Company. Contractor will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment PeriodTerm) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under to the conditions described in this sentenceextent the assistance of Contractor is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test resultsideas, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”” ), belong in all instances to the Company or such affiliateAffiliate. The Executive Employee shall promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s or its Affiliates’ ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive Employee on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the ExecutiveEmployee, and the Executive Employee hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees You agree that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, trade secrets, systems, software developments, ideas, results, methods, designs, artwork, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliatesthe Company Affiliates’ actual or anticipated businessbusinesses, research and development or existing products (or future products under development) or services and which are conceived, developed or made by the Executive you (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during your employment with the Company (including those conceivedCompany, developed or made prior to the date of this Agreement) together with all intellectual property rights therein, including without limitation any patent applications, letters patent, trademark, tradename trade name and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong is the exclusive property of the Company and/or the Company Affiliates. For the avoidance of doubt and without limiting the foregoing, (x) the Company or any of the Company Affiliates shall be the sole owner of all right, title and interest in such Work Product, including without limitation all instances intellectual property rights relating to such Work Product, without you retaining any license or other residual right whatsoever, and (y) any rights to any new or an existing Work Product are automatically conveyed, assigned and transferred to the Company pursuant to this letter agreement. You hereby waive and renounce to all moral rights related, directly or indirectly, to any such affiliateexisting or new Work Product. The Executive shall You will take reasonable steps to promptly disclose such Work Product to the President CEO and Board and perform all actions reasonably requested by the President CEO and Board (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, including without limitation, limitation the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates and the Company Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees You agree that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, trade secrets, systems, software developments, ideas, results, methods, designs, artwork, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliatesthe Company Affiliates’ actual or anticipated businessbusinesses, research and development or existing products (or future products under development) or services and which are conceived, developed or made by the Executive you (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during your continued employment with the Company (including those conceivedCompany, developed or made prior to the date of this Agreement) together with all intellectual property rights therein, including without limitation any patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong is the exclusive property of the Company and/or the Company Affiliates. For the avoidance of doubt and without limiting the foregoing, (x) the Company or any of the Company Affiliates shall be the sole owner of all right, title and interest in such Work Product, including without limitation all instances intellectual property rights relating to such Work Product, without you retaining any license or other residual right whatsoever, and (y) any rights to any new or an existing Work Product are automatically conveyed, assigned and transferred to the Company pursuant to this letter agreement. You hereby waive and renounce to all moral rights related, directly or indirectly, to any such affiliateexisting or new Work Product. The Executive shall You will take reasonable steps to promptly disclose such Work Product to the CEO and President and perform all actions reasonably requested by the CEO and President (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, including without limitation, limitation the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates and the Company Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliates’ actual or anticipated businessBusiness, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of his employment with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ mark applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Employee hereby assigns and agrees to assign to the Company any rights he may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the Effective Time. The Executive shall Employee agrees that his copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Employee hereby assigns and agrees to assign his entire right, title and interest in the copyright to such works to the Company. Employee will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product, to the extent the assistance of Employee is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences. Notwithstanding the foregoing, this Section 8 does not require Employee to assign or offer to assign any of Employee’s rights to an invention for which no equipment, supplies, facilities, or trade secret information of the Company was used and which was developed entirely on Employee's own time, unless (a) the invention relates (i) directly to the business of the Company, or (ii) to the Company's actual or demonstrably anticipated research or development, or (b) the maintenance, enforcement and renewal of invention results from any rights that may be obtained, granted or vest therein, and (c) work performed by Employee for the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentenceCompany.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s ’ or any of its affiliatesAffiliates’ actual or anticipated businessbusiness , research and development or existing or future products or services and which work are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliates’ actual or anticipated businessBusiness, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of his employment with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Employee hereby assigns and agrees to assign to the Company any rights he may have or acquire in such affiliateWork Product, whether created before, ​ ​ on, after or prior to the Effective Time. The Executive shall Employee agrees that his copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Employee hereby assigns and agrees to assign his entire right, title and interest in the copyright to such works to the Company. Employee will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product, to the extent the assistance of Employee is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences. Notwithstanding the foregoing, this Section 8 does not require Employee to assign or offer to assign any of Employee’s rights to an invention for which no equipment, supplies, facilities, or trade secret information of the Company was used and which was developed entirely on Employee's own time, unless (a) the invention relates (i) directly to the business of the Company, or (ii) to the Company's actual or demonstrably anticipated research or development, or (b) the maintenance, enforcement and renewal of invention results from any rights that may be obtained, granted or vest therein, and (c) work performed by Employee for the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentenceCompany.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s the Company or any of its affiliatessubsidiaries’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed (and for the Non-Compete Period (as defined herein) if and to the extent such Work Product (as hereinafter defined) results from any work performed for the Company or its subsidiaries, any use of the Company’s or its subsidiaries’ premises or property or any use of Confidential Information) by the Company or any of its subsidiaries (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as as, the “Work Product”), belong in all instances to the Company or such affiliatesubsidiary. The Executive shall Employee will promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s or such subsidiaries’ ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or and any of its affiliates subsidiaries (whether during or after the Employment Period) in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product. Employee recognizes and agrees that the Work Product, to the extent copyrightable, constitutes works for hire under the conditions described in this sentencecopyright laws of the United States.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated businessgas to liquid business or other applications therefrom or any business or application relating to the Havelide Purchased Assets or Coalthane Purchased Assets, research and development or existing or future products or services relating to Havelide or Coalthane technologies and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such to the Board Work Product to conceived, developed or made by the President and Executive after the commencement of the Employment Period. The Executive shall perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her their agent and attorney-in-fact to execute any such papers on his or her their behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other personPerson) while employed by the Company (including those conceived, developed or made prior and for the Restrictive Period if and to the date extent such Work Product (as defined below) results from any work performed for the Company, any use of this Agreement) the Company’s premises or property or any use of the Company’s Confidential Information together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as as, the “Work Product”)), belong in all instances to the Company or such affiliatesubsidiary. The Executive shall will promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Board and/or the CEO (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates subsidiaries (whether during or after the Employment Period) in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, providing that if Executive is no longer employed by the Company, the Company shall pay Executive a reasonable consulting fee for all services performed under this section. The Executive recognizes and agrees that the Work Product, to the extent copyrightable, constitutes works for hire under the conditions described in this sentencecopyright laws of the United States.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇m▇▇▇ applications or registrations, copyrights, reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliate. The Executive shall promptly disclose such Work Product to the President Chief Executive Officer and perform all actions reasonably requested by the President Chief Executive Officer (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future anticipated products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such to the Board Work Product to conceived, developed or made by the President and Executive after the commencement of the Employment Period. The Executive shall perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described . Nothing in this sentenceSection 6 shall apply to an invention that Executive developed entirely on her own time without using the Company’s equipment, supplies, facilities, or trade secret information, except for those inventions that either (1) relate at the time of conception or reduction to practice of the invention to the Company’s business, or actual or demonstrably anticipated research or development of the Company, or (2) result from any work performed by Executive for the Company. Further, nothing in this Section 6 shall apply to inventions that were owned by Executive prior to her employment with Company (“Excluded Inventions”). Such excluded inventions are listed herein as follows: Influencer Database, a proprietary algorithmic methodology, to weigh and rank the most influential global technical analysts.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliates’ actual or anticipated businessBusiness, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of her employment with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Employee hereby assigns and agrees to assign to the Company any rights she may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the Effective Time. The Executive shall Employee agrees that her copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Employee hereby assigns and agrees to assign her entire right, title and interest in the copyright to such works to the Company. Employee will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product, to the extent the assistance of Employee is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences. Notwithstanding the foregoing, this Section 8 does not require Employee to assign or offer to assign any of Employee’s rights to an invention for which no equipment, supplies, facilities, or trade secret information of the Company was used and which was developed entirely on Employee’s own time, unless (a) the invention relates (i) directly to the business of the Company, or (ii) to the Company’s actual or demonstrably anticipated research or development, or (b) the maintenance, enforcement and renewal of invention results from any rights that may be obtained, granted or vest therein, and (c) work performed by Employee for the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentenceCompany.

Inventions and Patents. The Executive agrees that (a) During the term of Employee's employment under this Agreement, all inventions, ideas, innovationsdesigns, improvements, modificationspatents, datacopyrights, test resultsand discoveries ("IP Products") conceived or reduced to practice by Employee shall be the property of Company if and only to the extent that Company can establish, technical by clear and convincing evidence, that such IP Products (i) were developed by Employee while performing his duties for Company under this Agreement or using Company's equipment, supplies, facilities or trade secret information, systemsunless such usage is not substantial, software developmentsin which case, methodsif Employee reimburses Company for the reasonable cost of such usage, such IP Products shall not belong to Company, (ii) relate at the time of conception or reduction to practice (as those terms have been interpreted by the Federal courts in connection with the Patent Act (35 U.S.C. (S)(S) 101, et seq.)) to Company's business or to actual or demonstrably anticipated research or development of Company, or (iii) result from any work performed by Employee for Company. Employee hereby assigns all right, title and interest in IP Products owned by Company pursuant to the preceding sentence. For the purpose of this Agreement, Company's business and research or development referred to in (ii) above shall be as described in Exhibits A and B respectively attached hereto, which may, from time to time, be ---------- - modified or augmented, but only by resolution of the Company Board in meetings to which Employee shall be invited to attend, but at which only non-management directors applying the standard referred to in (ii) above can vote. Employee will promptly and fully disclose to Company all such inventions, designs, analysesimprovements, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information discoveries (whether patentable developed individually or unpatentablewith other persons) which relate and shall take all steps necessary and reasonably required to the assure Company’s or any of its affiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, reissues 's ownership thereof and any other legal protection thereon that may be granted for to assist Company in protecting or upon any of the foregoing defending Company's proprietary rights therein. ----------- [*] Omitted, confidential treatment requested (collectively referred b) All IP Products conceived or reduced to herein as the “Work Product”)practice by Employee prior to, belong in all instances to the Company or such affiliate. The Executive shall promptly disclose such Work Product to the President and perform all actions reasonably requested by the President (whether during or after the Employment Periodterm of Employee's employment under this Agreement that are not owned by Company pursuant to Section 6(a) shall be the property of Employee ("Employee IP Products") and, subject to establish the provisions of this Section 6(b), may be exploited in any manner as Employee, in his uncontrolled discretion, may determine. Upon Employee's conception or reduction to practice of a new Employee IP Product during Employee's employment by Company, Employee shall so notify Company in writing, describing the nature of such Employee IP Product, and, for the six (6) month period following such notice, Company shall have the exclusive right to negotiate with Employee for the acquisition of such Employee IP Product; provided, however, that neither party shall have any obligation whatsoever to enter into any agreement for Company's acquisition of such Employee IP Product. In consideration for such exclusive right, Company shall bear the cost and confirm the Company’s expense of patent or copyright investigation, prior art research, filing, prosecution and registration relating to such Employee IP Product and all associated costs for such Employee IP Product, whether or not Company acquires such Employee IP Product from Employee and without compromise to Employee's absolute ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and Employee IP Product. (c) Notwithstanding anything to the prosecution and defense contrary, including the provisions of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature Section 2870 of the Executive on any such papersCalifornia Labor Code and the provisions of this Section 6, any executive officer Exhibit C attached hereto lists those inventions and other intellectual property --------- rights that, as of the date hereof, are acknowledged by Company shall to be entitled the property of Employee. Employee acknowledges hereby receipt of written notice from Company pursuant to execute California Labor Code Section 2872 that this Agreement (to the extent it requires an assignment or offer to assign rights to any such papers as the agent and the attorney-in-fact invention of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact Employee) does not apply to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, an invention that qualifies fully under the conditions described in this sentenceCalifornia Labor Code Section 2870.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such to the Board Work Product to conceived, developed or made by the President and Executive after the commencement of the Employment Period. The Executive shall perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive Consultant agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s 's or any of its affiliates’ Affiliates' actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Consultant (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this the Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive Consultant shall promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Management Consulting Period) to establish and confirm the Company’s 's ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive Consultant on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the ExecutiveConsultant, and the Executive Consultant hereby irrevocably designates and appoints each executive officer of the Company as his her or her agent and attorney-in-fact to execute any such papers on his her or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this the sentence.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentablenot patentable) which relate to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other personPerson) while employed by the Company (including those conceived, developed or made prior and for the Restrictive Period if and to the date extent such Work Product (as defined below) results from any work performed for the Company, any use of this Agreement) the Company’s premises or property or any use of the Company’s Confidential Information together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as as, the “Work Product”), belong in all instances to the Company or such affiliatesubsidiary. The Executive shall will promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President and/or the Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates subsidiaries (whether during or after the Employment Period) in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product. The Executive recognizes and agrees that the Work Product, to the extent copyrightable, constitutes works made for hire under the conditions described in this sentencecopyright laws of the United States.

Inventions and Patents. The Executive Employee agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliates’ actual or anticipated businessBusiness, research and development or existing or future products or services and which are conceived, developed or made by the Executive Employee (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of his employment with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Employee hereby assigns and agrees to assign to the Company any rights he may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the Effective Time. The Executive shall Employee agrees that his copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Employee hereby assigns and agrees to assign his entire right, title and interest in the copyright to such works to the Company. Employee will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product, to the extent the assistance of Employee is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences. Notwithstanding the foregoing, this Section 8 does not require Employee to assign or offer to assign any of Employee’s rights to an invention for which no equipment, supplies, facilities, or trade secret information of the Company was used and which was developed entirely on Employee's own time, unless (a) the invention relates (i) directly to the business of the Company, or (ii) to the Company's actual or demonstrably anticipated research or development, or (b) the maintenance, enforcement and renewal of invention results from any rights that may be obtained, granted or vest therein, and (c) work performed by Employee for the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentenceCompany.

Inventions and Patents. The Executive agrees You agree that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, trade secrets, systems, software developments, ideas, results, methods, designs, artwork, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliatesthe Company Affiliates’ actual or anticipated businessbusinesses, research and development or existing products (or future products under development) or services and which are conceived, developed or made by the Executive you (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during your employment with the Company (including those conceivedCompany, developed or made prior to the date of this Agreement) together with all intellectual property rights therein, including without limitation any patent applications, letters patent, trademark, tradename trade name and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong is the exclusive property of the Company and/or the Company Affiliates. For the avoidance of doubt and without limiting the foregoing, (x) the Company or any of the Company Affiliates shall be the sole owner of all right, title and interest in such Work Product, including without limitation all instances intellectual property rights relating to such Work Product, without you retaining any license or other residual right whatsoever, and (y) any rights to any new or an existing Work Product are automatically conveyed, assigned and transferred to the Company pursuant to this letter agreement. You hereby waive and renounce to all moral rights related, directly or indirectly, to any such affiliateexisting or new Work Product. The Executive shall You will take reasonable steps to promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, including without limitation, limitation the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates and the Company Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. (a) The Executive agrees that Employee shall make prompt full disclosure in writing to the Corporation of all inventions, ideasimprovements and discoveries, innovationswhether or not patentable, improvementswhich the Employee conceives, modificationsdevises, datamakes, test resultsdiscovers, technical informationdevelops, systemsperfects or first reduces to practice, software developmentseither alone or jointly with others, methodsduring the term of employment of the Employee under this Employment Agreement, designswhich relate in any way to the fields, analysesproducts or business of the Corporation, drawingsincluding development and research, reportswhether during or out of the usual hours of work or on or off the premises of the Corporation or by use of the facilities of the Corporation or otherwise and whether at the request or suggestion of the Corporation or otherwise (all such inventions, service marksimprovements and discoveries being hereinafter called the "Inventions"), including any Inventions which relate in any way to the fields, products or business of the Corporation, whether or not patentable, conceived, devised, made, discovered, developed, perfected or first reduced to practice by the Employee after the employment of the Employee under this Employment Agreement is terminated if the Inventions were conceived by the Employee during the term of employment of the Employee under this Employment Agreement. Any Inventions which relate in any way to the fields, products or business of the Corporation, whether or not patentable, conceived, devised, made, discovered, developed, perfected or first reduced to practice by the Employee within six (6) months of the date of termination of the employment of the Employee under this Employment Agreement shall be conclusively presumed to have been conceived during the term of employment of the Employee under this Employment Agreement. (b) The Employee agrees that the Inventions shall be the sole and exclusive property of the Corporation. (c) The Employee agrees to assist the Corporation and its nominees in every reasonable way (entirely at its or their expense) to obtain for the benefit of the Corporation letters patent for the Inventions and trademarks, trade names and copyrights relating to the Inventions, and any renewals, extensions or reissues thereof, in any and all countries, and agrees to make, execute, acknowledge and deliver, at the request of the Corporation, all written applications for letters patent, trademarks, trade names and copyrights relating to the Inventions and any renewals, extensions or reissues thereof, in any and all countries, and all documents with respect thereto, and all powers of attorney relating thereto and, without further compensation, to assign to the Corporation or its nominee all the right, title and interest of the Employee in and to such applications and to any patents, trademarks, trade names or copyrights which shall thereafter issue on any such applications, and to execute, acknowledge and deliver all other documents deemed necessary by the Corporation to transfer to or vest in the Corporation all of the right, title and interest of the Employee in and to the Inventions, and to such trademarks, trade names, logos patents and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) copyrights together with all patent applicationsexclusive rights to make, letters patentuse, trademarklicense and sell them throughout the world. (d) The Employee agrees that even though his employment is terminated under this Employment Agreement he will, tradename and service ▇▇▇▇ applications or registrationsat any time after such termination of employment, copyrights, reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliate. The Executive shall promptly disclose such Work Product to the President carry out and perform all actions reasonably requested by of the President agreements of Subsections (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product 8) (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instrumentsa) and provide reasonable assistance to (8) (c) above, and will at any time and at all times cooperate with the Company or Corporation in the prosecution and/or defense of any of its affiliates litigation which may arise in connection with the Inventions, provided, however, that should such services be rendered after termination of employment of the Employee under this Employment Agreement, the Employee shall be paid reasonable compensation on a per diem basis. (ae) The Employee agrees to make and maintain adequate and current written records of all Inventions in the prosecution form of notes, sketches, drawings, or reports relating thereto, which records shall be and remain the property of, and available to, the Corporation at all times. (f) The Employee agrees that he will, upon leaving the employment of the Corporation, promptly deliver to the Corporation all originals and copies of disclosures, drawings, prints, letters, notes, and reports either typed, handwritten or otherwise memorialized, belonging to the Corporation which are in his possession or under his control and the Employee agrees that he will not retain or give away or make copies of the originals or copies of any applications for patentssuch disclosures, trademarksdrawings, trade namesprints, service marksletters, reissues thereof notes or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) the prosecution and defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentencereports.

Inventions and Patents. (a) As a matter of record. Executive attaches hereto at Exhibit B, a complete list of Developments which have been made or conceived or first reduced to practice by Executive alone or jointly with others prior to Executive’s employment as an Executive of the Company that Executive desires to remove from the operation of this Agreement, and Executive hereby represents and covenants that such list is complete. Executive understands that it is only necessary to list the title and purpose of such Developments but not the details thereof. (b) The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees You agree that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, trade secrets, systems, software developments, ideas, results, methods, designs, artwork, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos logos, recipes, formulas and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its affiliates’ actual or anticipated businessbusinesses, research and development or existing products (or future products under development) or services and which are conceived, developed or made by the Executive you (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during your employment with the Company (including those conceivedCompany, developed or made prior to the date of this Agreement) together with all intellectual property rights therein, including, but not limited to, any patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ mark applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong is the exclusive property of the Company and/or its affiliates. For the avoidance of doubt and without limiting the foregoing, (a) the Company or an of its affiliates shall be the sole owner of all right, title and interest in such Work Product, including all instances intellectual property rights relating to such Work Product, without you retaining any license or other residual right whatsoever, and (b) any rights to any new or an existing Work Product are automatically conveyed, assigned and transferred to the Company pursuant to this agreement. You hereby waive and renounce to all moral rights related, directly or indirectly, to any such affiliateexisting or new Work Product. The Executive shall You will take reasonable steps to promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of and its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to Executive’s work for the Company or which relate to the Company’s, SmartKem’s or any of its affiliatestheir Affiliates’ actual or anticipated businessbusinesses, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during the Company (including those conceivedTerm, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein in this Agreement as the “Work Product”), belong in all instances to the Company or such affiliateCompany. The Executive shall agrees to take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment PeriodTerm) at the Company’s expense, to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Company, at no out-of-pocket cost to Executive, in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product. Executive agrees that any such copyrightable work is work made for hire by Executive for the Company. Executive hereby assigns to the Company, (b) the maintenanceor waives if not assignable, enforcement all of Executive’s “moral rights” in and renewal of any rights that may be obtained, granted or vest thereinto all such Work Product, and (c) agrees promptly to execute any further specific assignments or waivers related to moral rights at the prosecution and defense request of any actions, proceedings, oppositions or interferences relating theretothe Company. If In the event that the Company is unable, unable to secure Executive’s signature after reasonable efforteffort in connection with any patent, trademark, copyright, mask work or other similar protection relating to secure the signature of the Executive on any such papersa Work Product, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer the Company and its duly authorized officers and agents as Executive’s agent and attorney in fact, to act for and on Executive’s behalf and stead to execute and file any such application and to do all other lawfully permitted acts to further the prosecution and issuance of patents, trademarks, copyrights, mask works or other similar protection thereon with the same legal force and effect as if executed by Executive. Notwithstanding the foregoing, “work product” does not include any information or materials that Executive creates or develops entirely on Executive’s own time and for which no equipment, supplies, facilities, intellectual property, resources, employees or Confidential Information of the Company as his were used, unless the information or her agent and attorney-in-fact materials (i) relate to execute the Company’s business, (ii) relate to the Company’s actual or anticipated research or development or (iii) result from any such papers on his or her behalf, and to take any and all actions as work performed by Executive for the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under within the conditions described in this sentencescope of Executive’s employment.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s ' or any of its affiliates’ Affiliates' actual or anticipated businessbusiness , research and development or existing or future products or services and which work are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “"Work Product”"), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s 's ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliatesAffiliates’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other personPerson) while employed by the Company (including those conceived, developed or made prior and for the Restrictive Period if and to the date extent such Work Product (as defined below) results from any work performed for the Company, any use of this Agreement) the Company’s premises or property or any use of the Company’s Confidential Information together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as as, the “Work ProductProduce”)), belong in all instances to the Company or such affiliatesubsidiary. The Executive shall will promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President and/or the Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates subsidiaries (whether during or after the Employment Period) in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product. The Executive recognizes and agrees that the Work Product, to the extent copyrightable, constitutes works for hire under the conditions described in this sentencecopyright laws of the United States.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s 's or any of its affiliates’ Affiliates' actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate Affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename and service ▇m▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateAffiliate. The Executive shall promptly disclose such Work Product to the President Board and perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s 's ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence.

Inventions and Patents. The Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Executive’s work for the Company or which relate to the Company’s or any of its affiliates’ actual or anticipated Affiliate’s business, research and development or existing or future products or services and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by during the Company (including those conceivedTerm, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ mark applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein in this Agreement as the “Work Product”), belong in all instances to the Company or such affiliateCompany. The Executive shall agrees to take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment PeriodTerm) at the Company’s expense, to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Company, at no out-of-pocket cost to the Executive, in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product. The Executive agrees that any such copyrightable work is work made for hire by the Executive for the Company. The Executive hereby assigns to the Company, (b) or waives if not assignable, all of the maintenance, enforcement Executive's “moral rights” in and renewal of any rights that may be obtained, granted or vest thereinto all such Work Product, and (c) agrees promptly to execute any further specific assignments or waivers related to moral rights at the prosecution and defense request of any actions, proceedings, oppositions or interferences relating theretothe Company. If In the event that the Company is unable, after reasonable effort, unable to secure the Executive’s signature of the Executive on after reasonable effort in connection with any such paperspatent, any executive officer of the Company shall be entitled trademark, copyright, mask work or other similar protection relating to execute any such papers as the agent and the attorney-in-fact of the Executivea Work Product, and the Executive hereby irrevocably designates and appoints each executive officer the Company and its duly authorized officers and agents as the Executive’s agent and attorney in fact, to act for and on the Executive’s behalf and stead to execute and file any such application and to do all other lawfully permitted acts to further the prosecution and issuance of patents, trademarks, copyrights, mask works or other similar protection thereon with the same legal force and effect as if executed by the Executive. Notwithstanding the foregoing, “work product” does not include any information or materials that the Executive creates or develops entirely on the Executive’s own time and for which no equipment, supplies, facilities, intellectual property, resources, employees or Confidential Information of the Company as his were used, unless the information or her agent and attorney-in-fact materials (i) relate to execute the Company’s business, (ii) relate to the Company’s actual or anticipated research or development or (iii) result from any such papers on his or her behalf, and to take any and all actions as work performed by the Executive for the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under within the conditions described in this sentencescope of the Executive’s employment.

Inventions and Patents. The Executive Contractor agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, certifications, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s (or any of its affiliates’ actual or anticipated businesspredecessor’s) Business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Contractor (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in in-conjunction with any other person) while employed by in the course of his engagement with the Company (including those conceivedor relationship with the Company or any predecessor, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), ) belong in all instances to the Company. Contractor hereby assigns and agrees to assign to the Company any rights he may have or acquire in such affiliateWork Product, whether created before, on, after or prior to the effective date of this Agreement. The Executive shall Contractor agrees that his copyrightable works prepared for the Company are “supplementary works” or “works for hire,” as defined in Title 17 of the United States Code, and if any such works are deemed not to be a supplementary work or work for hire, then Contractor hereby assigns and agrees to assign his entire right, title and interest in the copyright to such works to the Company. Contractor will take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment PeriodTerm) to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating thereto. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under to the conditions described in this sentenceextent the assistance of Contractor is reasonably required to prosecute such applications or reissues thereof or to prosecute or defend such interferences.

Inventions and Patents. The Executive Consultant agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, copyrights, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Consultant’s work for the Company or which relate to the Company’s or any of its affiliates’ actual or anticipated Affiliate’s business, research and development or existing or future products or services and which are conceived, developed or made by the Executive Consultant (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other person) while employed by the Company (including those conceived), developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, tradename trade name and service ▇▇▇▇ mark applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein in this Agreement as the “Work Product”), belong in all instances to the Company or such affiliateCompany. The Executive shall Consultant agrees to take reasonable steps to promptly disclose such Work Product to the President Company and perform all actions reasonably requested by the President Company (whether during or after the Employment PeriodTerm) at the Company’s expense, to establish and confirm the Company’s such ownership of such Work Product (including, without limitation, including the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its affiliates Company, at no out-of-pocket cost to the Consultant, in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereonin the prosecution or defense of interferences relating to any Work Product. The Consultant agrees that any such copyrightable work is work made for hire by the Consultant for the Company. The Consultant hereby assigns to the Company, (b) or waives if not assignable, all of the maintenance, enforcement Consultant’s “moral rights” in and renewal of any rights that may be obtained, granted or vest thereinto all such Work Product, and (c) agrees promptly to execute any further specific assignments or waivers related to moral rights at the prosecution and defense request of any actions, proceedings, oppositions or interferences relating theretothe Company. If In the event that the Company is unable, after reasonable effort, unable to secure the Consultant’s signature of after reasonable effort in connection with any patent, trademark, copyright, mask work or other similar protection relating to a Work Product, the Executive on any such papers, any executive officer of the Company shall be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive Consultant hereby irrevocably designates and appoints each executive officer the Company and its duly authorized officers and agents as the Consultant’s agent and attorney in fact, to act for and on the Consultant’s behalf and stead to execute and file any such application and to do all other lawfully permitted acts to further the prosecution and issuance of patents, trademarks, copyrights, mask works or other similar protection thereon with the same legal force and effect as if executed by the Consultant. Notwithstanding the foregoing, “work product” does not include any information or materials that the Consultant creates or develops entirely on the Consultant’s own time and for which no equipment, supplies, facilities, intellectual property, resources, employees or Confidential Information of the Company as his were used, unless the information or her agent and attorney-in-fact materials (i) relate to execute the Company’s business, (ii) relate to the Company’s actual or anticipated research or development or (iii) result from any such papers on his or her behalf, and to take any and all actions as work performed by the Consultant for the Company may deem necessary within the scope of the Consultant’s employment. The Company acknowledges that any inventions and work prior by Consultant to this Agreement not related to Espero Pharmaceuticals, Inc., the Company or desirable in order the Company’s asset tecarfarin shall belong to protect its rights Consultant and interests in any Work Product, under the conditions described in this sentenceCompany shall have no claim of ownership.

Inventions and Patents. The (a) To the maximum extent permitted by applicable law, subject to Section 7(b) below, Executive agrees that all inventions, ideas, innovations, improvements, modifications, data, test results, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate relates to the Company’s or any of its affiliates’ actual or anticipated business, research and development Business or existing or future products or services of Company and which are conceived, developed or made by the Executive (whether or not during usual business hours or on the premises of the Company or any affiliate and whether or not alone or in conjunction with any other personPerson (defined below)) while employed by the Company (including those conceived, developed or made prior to the date of this AgreementEffective Date) together with all patent applications, letters patent, trademark, tradename and service ▇▇▇▇ applications or registrations, copyrights, copyrights and reissues thereof and any other legal protection thereon that may be granted for or upon any of the foregoing (collectively referred to herein as the “Work Product”), belong in all instances to the Company or such affiliateCompany. The Executive shall promptly disclose such Work Product to the President and will perform all actions reasonably requested by the President Board (whether during or after the Employment Period) to establish and confirm the Company’s ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, powers of attorney and other instruments) and to provide reasonable assistance to Company, at the expense of Company or any of its affiliates in connection with (a) the prosecution of any applications for patents, trademarks, trade names, service marks, marks or reissues thereof or other legal protection thereon, (b) the maintenance, enforcement and renewal of any rights that may be obtained, granted or vest therein, and (c) in the prosecution and or defense of any actions, proceedings, oppositions or interferences relating theretoto any Work Product. If the Company is unable, after reasonable effort, to secure the signature of the Executive on any such papers, any executive officer of the Company shall will be entitled to execute any such papers as the agent and the attorney-in-fact of the Executive, and the Executive hereby irrevocably designates and appoints each executive officer of the Company as his or her Executive’s agent and attorney-in-fact to execute any such papers on his or her behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Work Product, under the conditions described in this sentence. As used in this Agreement, “Person” means any corporation, association, joint venture, partnership, limited liability company, organization, business, individual, trust, government or agency or political subdivision thereof or other legal entity. (b) Subject to the representations and conditions set forth in this Agreement, as between Company, Executive and Corespeed, Executive (or Corespeed, as applicable) retains all rights to all intellectual property listed in Exhibit “B” herein (the “Executive IP”). (c) Executive will not cause or permit Company IP to contain, copy, use, rely upon, derive from, or license any Executive IP without the Board’s prior written consent and only after Executive identifies to the Board in writing the specific Executive IP and the intended use of such Executive IP. In each event that Company IP contains, copies, uses, relies upon, derives from, or licenses any Executive IP at any time during the Employment Period, on behalf of Executive and Corespeed, Executive hereby grants Company a non-exclusive, transferable, royalty-free, fully paid, perpetual, irrevocable, worldwide license, with right of sublicense through multiple levels of sublicense, under all of Executive and Corespeed’s intellectual property rights in and to any and all applicable Executive IP to: (a) reproduce, create derivative works of, distribute, publicly perform, publicly display, digitally transmit, and otherwise use the Executive IP in any medium or format, whether now known or hereafter discovered, and (b) use, make, have made, sell, offer to sell, import, and otherwise exploit any product or service based on, embodying, incorporating, or derived from the Executive IP.