Common use of Pre-Existing Intellectual Property Rights Clause in Contracts

Pre-Existing Intellectual Property Rights. (i) The Employee has attached hereto, as Exhibit A, a complete list describing with particularity (and only to the level of specificity as to not violate any agreement to which the Employee is bound) all Intellectual Property Rights (as defined below) owned by the Employee, whether solely or jointly with any third party, that were created or invented by the Employee prior to the period of their employment by the Company and relate in any way to the business or contemplated business, products, activities, research or development of the Company, including any invention and works of authorship, and any registrations and applications arising from or related to the foregoing (collectively, “Pre-Existing Intellectual Property Rights”). The Pre-Existing Intellectual Property Rights will be retained by the Employee and will not be owned by or assigned to the Company under this Agreement. If no such list is attached, the Employee hereby represents and warrants that there are no Pre-Existing Intellectual Property Rights. (ii) To the extent that the Employee incorporates any Pre-Existing Intellectual Property Rights into any Work Product during the period of their employment by the Company, the Employee hereby irrevocably grants to the Company a royalty-free, fully paid-up, perpetual, transferable, worldwide non-exclusive license, with the right to sublicense, to make, have made, copy, modify, make derivative works of, distribute, use, offer to sell, sell, import, and otherwise practice and exploit such Pre-Existing Intellectual Property Rights as part of or in connection with such Work Product. C▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Employment Offer Letter (iii) The Employee shall not incorporate any Pre-Existing Intellectual Property Rights into any Work Product without obtaining the prior written consent of the Company.

Appears in 1 contract

Sources: Employment Agreement (AIRO Group Holdings, Inc.)

Pre-Existing Intellectual Property Rights. (i) The Employee has attached hereto, as Exhibit A, a complete list describing with particularity (and only to the level of specificity as to not violate any agreement to which the Employee is bound) all Intellectual Property Rights (as defined below) owned by the Employee, whether solely or jointly with any third party, that were created or invented by the Employee prior to the period of their employment by the Company and relate in any way to the business or contemplated business, products, activities, research or development of the Company, including any invention and works of authorship, and any registrations and applications arising from or related to the foregoing (collectively, “Pre-Existing Intellectual Property Rights”). The Pre-Existing Intellectual Property Rights will be retained by the Employee and will not be owned by or assigned to the Company under this Agreement. If no such list is attached, the Employee hereby represents and warrants that there are no Pre-Existing Intellectual Property Rights. (ii) To the extent that the Employee incorporates any Pre-Existing Intellectual Property Rights into any Work Product during the period of their employment by the Company, the Employee hereby irrevocably grants to the Company a royalty-free, fully paid-up, perpetual, transferable, worldwide non-exclusive license, with the right to sublicense, to make, have made, copy, modify, make derivative works of, distribute, use, offer to sell, sell, import, and otherwise practice and exploit such Pre-Existing Intellectual Property Rights as part of or in connection with such Work Product. C▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Employment Offer Letter (iii) The Employee shall not incorporate any Pre-Existing Intellectual Property Rights into any Work Product without obtaining the prior written consent of the Company.

Appears in 1 contract

Sources: Employment Agreement (AIRO Group Holdings, Inc.)

Pre-Existing Intellectual Property Rights. (i) The Employee has attached hereto, as Exhibit A” to this Agreement, or has attached to a previously executed version of this Agreement, a complete list describing with particularity (and only to the level of specificity as to not violate any agreement to which the Employee is bound) all Intellectual Property Rights (as defined below) owned by the Employee, whether solely or jointly with any third party, that were created or invented by the Employee prior to the period of their employment by the Company and relate in any way to the business or contemplated business, products, activities, research or development of the Company, including any invention and works of authorship, and any registrations and applications arising from or related to the foregoing (collectively, “Pre-Existing Intellectual Property Rights”), including, if applicable, titles and registration and application numbers. The Pre-Existing Intellectual Property Rights will be retained by the Employee and will not be owned by or assigned to the Company under this Agreement. If no such list is attachedattached as Exhibit “A” to this Agreement, and no list was attached to any previously executed version of this Agreement then the Employee hereby represents and warrants that there are no Pre-Pre- Existing Intellectual Property Rights. (ii) . To the extent that the Employee incorporates any Pre-Existing Intellectual Property Rights into any Work Product during the period of their the Employee’s employment by the Company, the Employee hereby irrevocably grants to the Company a royalty-free, fully paid-up, perpetual, transferable, worldwide non-exclusive license, license (with the right to sublicense, ) to make, have made, copy, modify, make derivative works of, distribute, use, offer to sell, sell, import, and otherwise practice and exploit distribute such Pre-Existing Intellectual Property Rights as part of or in connection with such Work Product, and to practice any method related thereto. C▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Employment Offer Letter (iii) The Employee shall not incorporate any Pre-Existing Intellectual Property Rights or any Intellectual Property Rights that are owned by any third party, including any former employer, into any Work Product without obtaining the prior written consent of the Company.

Appears in 1 contract

Sources: Confidentiality Agreement (Audioeye Inc)

Pre-Existing Intellectual Property Rights. (i) The Employee has attached hereto, as Exhibit A, a complete list describing with particularity (and only to the level of specificity as to not violate any agreement to which the Employee is bound) all Intellectual Property Rights (as defined below) owned by the Employee, whether solely or jointly with any third party, that were created or invented by the Employee prior to the period of their employment by the Company and relate in any way to the business or contemplated business, products, activities, research or development of the Company, including any invention and works of authorship, and any registrations and applications arising from or related to the foregoing (collectively, “Pre-Existing Intellectual Property Rights”). The Pre-Existing Intellectual Property Rights will be retained by the Employee and will not be owned by or assigned to the Company under this Agreement. If no such list is attached, the Employee hereby represents and warrants that there are no Pre-Existing Intellectual Property Rights. (ii) To the extent that the Employee incorporates any Pre-Existing Intellectual Property Rights into any Work Product during the period of their employment by the Company, the Employee hereby irrevocably grants to the Company a royalty-free, fully paid-up, perpetual, transferable, worldwide non-exclusive license, with the right to sublicense, to make, have made, copy, modify, make derivative works of, distribute, use, offer to sell, sell, import, and otherwise practice and exploit such Pre-Existing Intellectual Property Rights as part of or in connection with such Work Product. C▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Employment Offer Letter. (iii) The Employee shall not incorporate any Pre-Existing Intellectual Property Rights into any Work Product without obtaining the prior written consent of the Company.

Appears in 1 contract

Sources: Employment Agreement (AIRO Group Holdings, Inc.)

Pre-Existing Intellectual Property Rights. (i) The Employee has attached hereto, as Exhibit A, a complete list describing with particularity (and only to the level of specificity as to not violate any agreement to which the Employee is bound) all Intellectual Property Rights (as defined below) owned by the Employee, whether solely or jointly with any third party, that were created or invented by the Employee prior to the period of their employment by the Company and relate in any way to the business or contemplated business, products, activities, research or development of the Company, including any invention and works of authorship, and any registrations and applications arising from or related to the foregoing (collectively, “Pre-Existing Intellectual Property Rights”). The Pre-Existing Intellectual Property Rights will be retained by the Employee and will not be owned by or assigned to the Company under this Agreement. If no such list is attached, the Employee hereby represents and warrants that there are no Pre-Existing Intellectual Property Rights. (ii) To the extent that the Employee incorporates any Pre-Existing Intellectual Property Rights into any Work Product during the period of their employment by the Company, the Employee hereby irrevocably grants to the Company a royalty-free, fully paid-up, perpetual, transferable, worldwide non-exclusive license, with the right to sublicense, to make, have made, copy, modify, make derivative works of, distribute, use, offer to sell, sell, import, and otherwise practice and exploit such Pre-Existing Intellectual Property Rights as part of or in connection with such Work Product. C▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Employment Offer Letter (iii) The Employee shall not incorporate any Pre-Existing Intellectual Property Rights into any Work Product without obtaining the prior written consent of the Company.

Appears in 1 contract

Sources: Employment Agreement (AIRO Group Holdings, Inc.)