Common use of Ownership and Assignment Clause in Contracts

Ownership and Assignment. Employee agrees that all inventions, improvements, discoveries, designs, technology, and works of authorship (including but not limited to computer software) made, created, conceived, or reduced to practice by Employee, whether alone or in cooperation with others, during Employee's employment with Company (including any period of such employment before this Agreement), together with all patent, trademark, copyright, trade secret, and other intellectual property rights related to any of the foregoing throughout the world, are among other things works made for hire (the "Works") and at all times are owned exclusively by Company, and in any event, Employee hereby assigns all ownership in such rights to Company. Employee understands that the Works may be modified or altered and expressly waives any rights of attribution or integrity or other rights in the nature of moral right (droit morale) for all uses of the Works. Employee agrees to provide written notification to Company of any Works covered by this Agreement, execute any documents, testify in any legal proceedings, and do all things necessary or desirable to secure Company's rights to the foregoing, including without limitation executing inventors' declarations and assignment forms, even if no longer employed by Company. Employee agrees that Employee shall have no right to reproduce, distribute copies of, perform publicly, display publicly, or prepare derivative works based upon the Works. Employee hereby irrevocably designates and appoints the Company as Employee's agent and attorney-in-fact, to act for and on Employee's behalf regarding obtaining and enforcing any intellectual property rights that were created by Employee during employment with Company and related to the performance of Employee's job. Employee agrees not to incorporate any intellectual property created by Employee prior to Employee's employment with Company, or created by any third party, into any Company work product. The assignment of Works under this Section 6 does not apply to an invention for which no equipment, supplies, facility, or trade secret information of Company was used and which invention was developed entirely on Employee's own time, so long as the invention does not: (i) relate directly to the business of the Company; (ii) relate to the Company's actual or demonstrably anticipated research or development, or (iii) result from any work performed by Employee for Company.

Ownership and Assignment. Employee Executive agrees that all inventions, improvements, discoveries, designs, technology, and works of authorship (including but not limited to computer software) made, created, conceived, or reduced to practice by EmployeeExecutive, whether alone or in cooperation with others, during Employee's Executive’s employment with Company (including any period of such employment before this Agreementor after the Employment Term), together with all patent, trademark, copyright, trade secret, and other intellectual property rights related to any of the foregoing throughout the world, are among other things works made for hire (the "“Works"”) and at all times are owned exclusively by Company, and in any event, Employee Executive hereby assigns all ownership in such rights to Company. Employee Executive understands that the Works may be modified or altered and expressly waives any rights of attribution or integrity or other rights in the nature of moral right (droit morale) for all uses of the Works. Employee Executive agrees to provide written notification to Company of any Works covered by this Agreement, execute any documents, testify in any legal proceedings, and do all things necessary or desirable to secure Company's ’s rights to the foregoing, including without limitation executing inventors' ’ declarations and assignment forms, even if no longer employed by Company. Employee Executive agrees that Employee Executive shall have no right to reproduce, distribute copies of, perform publicly, display publicly, or prepare derivative works based upon the Works. Employee Executive hereby irrevocably designates and appoints the Company as Employee's Executive’s agent and attorney-in-fact, to act for and on Employee's Executive’s behalf regarding obtaining and enforcing any intellectual property rights that were created by Employee Executive during employment with Company and related to the performance of Employee's Executive’s job. Employee Executive agrees not to incorporate any intellectual property created by Employee Executive prior to Employee's Executive’s employment with Company, or created by any third party, into any Company work product. The assignment of Works under this Section 6 does not apply to an invention for which no equipment, supplies, facility, or trade secret information of Company was used and which invention was developed entirely on Employee's Executive’s own time, so long as the invention does not: (i) relate directly to the business of the Company; (ii) relate to the Company's ’s actual or demonstrably anticipated research or development, or (iii) result from any work performed by Employee Executive for Company.. Company: MSC Executive: EH