General. I agree to assign, and hereby do assign, to the Company all of my rights in any Inventions (as defined above) (including all Intellectual Property Rights, as defined above) that are made, conceived or reduced to practice, in whole or in part and whether alone or with others, by me during my employment by, or service with, the Company or any of its affiliates or which arise out of any activity conducted by, for or under the direction of the Company or any of its affiliates (whether or not conducted at the Company’s or any of its affiliates’ facilities, working hours or using any of the Company’s or its affiliates’ assets), or which are useful with, or relate directly or indirectly to, any Company Interest (as defined above). I will promptly and fully disclose and provide all of the Inventions described above (the “Assigned Inventions”) to the Company.

Assignment of Inventions. I hereby assign and agree to assign, and hereby do assign,assign in the future (when any such Inventions or Proprietary Rights are first reduced to practice or first fixed in a tangible medium, as applicable) to the Company all of my rightsright, title and interest in and to any and all Inventions (as defined above) (including(and all Intellectual Property Rights, as defined above)Proprietary Rights with respect thereto) (a) that are related to the business of the Company, (b) that are created, made, conceived or reduced to practice, in wholepractice by me or in part and whether aloneunder my direction or jointly with others, by meothers during my employment by,with the Company or service with,(c) that are related to the services that I am then providing or have provided exclusively to the Company or any of its affiliatesAffiliates, whether or which arise out of any activity conducted by, fornot during normal working hours or underon the directionpremises of the Company or anyin the case of its affiliates (whether or not conducted[(b) and (c) above] (collectively, the “Company Inventions”). I will, at the Company’Company’s orrequest, promptly execute a written assignment to the Company of any of its affiliates’ facilities, working hours or usingsuch Company Invention, and I will preserve any such Company Invention as part of the Company’s or its affiliates’ assets), or which are useful with, or relate directly or indirectly to, any Company Interest (as defined above). I will promptly and fully disclose and provide allProprietary Information of the Inventions described above (the “Assigned Inventions”) to the Company.

I agree to assign, and hereby do assign,assign to the Company all of my rights inright, title and interest to any and all Inventions (as defined above) (includingand any and all Intellectual Property Rights, as defined above) that are made, conceived or reducedrelated patent rights, copyrights and applications and registrations therefor which relate to practice, in whole or in part and whether alone or with others, by me during my employment by, or service with,the business of the Company or any of its affiliates or whichand arise out of my employment by the Company. During and after my employment by the Company, I shall cooperate with the Company, at the Company’s expense, in obtaining proprietary protection for any activity conducted by, forsuch Inventions and I shall, upon the Company’s request, execute all documents necessary or underadvisable in order to perfect the direction ofCompany’s rights in such Inventions. In order to protect the Company in the event that I should fail or refuse to execute all such documents within a reasonable period following the Company’s request, I hereby appoint the Company my agent and attorney-in-fact to execute and deliver any of its affiliates (whether or not conducted at the Company’s or any of its affiliates’ facilities, working hours or using any of the Company’s or its affiliates’ assets), or which are useful with, or relate directly or indirectly to, any Company Interest (as defined above). I will promptly and fully disclose and provide all of the Inventions described above (the “Assigned Inventions”) to the Company.such documents on my behalf.

Employee hereby assigns and agrees to assign, and hereby do assign,assign in the future to the Company all of my rightsEmployee’s right, title and interest in and to any and all Inventions (as defined above) (includingand all Intellectual PropertyProprietary Rights, as defined above) that are made,whether or not subject to protection under the patent, copyright, trademark or industrial design laws, made or conceived or reduced to practice, in wholepractice or in part and whether alonelearned by Employee (solely or jointly with others, by meothers) during myEmployee’s employment by, or service with,with the Company or any(including, without limitation such employment prior to the Effective Date) and for a one-year period after Employee’s termination of its affiliates or which arise out of any activity conducted by, for or underemployment with the directionCompany (collectively “Assigned Intellectual Property”). Employee further agrees that all Assigned Intellectual Property is the sole property of the Company or any of its affiliates (whether or not conducted at the Company’s or any of its affiliates’ facilities, working hours or using any of the Company’s or its affiliates’ assets), or which are useful with, or relate directly or indirectly to, any Company Interest (as defined above). I will promptly and fully disclose and provide all of the Inventions described above (the “Assigned Inventions”) to the Company.

Assignment of Inventions. Employee agrees that Employee will promptly make full written disclosure to assign,the Company, will hold in trust for the sole right and benefit of the Company, and hereby do assign,assign to the CompanyCompany, or its designee, all his right, title and interest throughout the world in and to any and all inventions, original works of my rights in any Inventions (as defined above) (including all Intellectual Property Rights, as defined above) that are made,authorship, developments, concepts, know-how, improvements or trade secrets, whether or not patentable or registrable under copyright or similar laws, which Employee may solely or jointly conceive or develop or reduce to practice, or cause to be conceived or developed or reduced to practice, during the period of time in whole or in part and whether alone or with others,which Employee is employed by me during my employment by, or service with, the Company (collectively referred to as “Inventions”), except as provided in [Section 10(e)] below. Employee further acknowledges that all inventions, original works of authorship, developments, concepts, know-how, improvements or anytrade secrets which are made by Employee (solely or jointly with others) within the scope of its affiliates or which arise outand during the period of any activity conducted by,employment with the Company are “works made for or underhire” (to the directiongreatest extent permitted by applicable law) and are compensated by the compensation provided to Employee pursuant to this Agreement, unless regulated otherwise by the mandatory law of the Company or anystate of its affiliates (whether or not conducted at the Company’s or any of its affiliates’ facilities, working hours or using any of the Company’s or its affiliates’ assets), or which are useful with, or relate directly or indirectly to, any Company Interest (as defined above). I will promptly and fully disclose and provide all of the Inventions described above (the “Assigned Inventions”) to the Company.California.

Assignment of Inventions. Subject to [[Sections 2(d) and 2(f), I]I]I]]I]I] hereby assign and agree to assign, and hereby do assign,assign in the future (when any such Inventions or Intellectual Property Rights are first reduced to thepractice or first fixed in a tangible medium, as applicable) to Company all of my rightsright, title and interest in and to any and all Inventions (as defined above) (including(and all Intellectual Property Rights, as defined above) that are made,Rights with respect thereto) whether or not patentable or registrable under copyright or similar statutes, made or conceived or reduced to practice, in whole or in part and whether alone or with others, by me during my employment by, or service with, the Company or any of its affiliates or which arise out of any activity conducted by, for or under the direction of the Company or any of its affiliates (whether or not conducted at the Company’s or any of its affiliates’ facilities, working hours or using any of the Company’s or its affiliates’ assets), or which are useful with, or relate directly or indirectly to, any Company Interest (as defined above). I will promptly and fully disclose and provide all of the Inventions described above (the “Assigned Inventions”) to the Company.

Assignment of Inventions. I agree to assign, and hereby do assign,assign to the Company without additional compensation or other consideration my entire right, title and interest to each Invention described in [Section 5.2] hereof. I will execute all papers and documents as requested by the Company to obtain and enforce any patent, copyright or other protection which the Company elects to obtain or enforce, in any country, in my name or the Company's name (or the name of an appropriate Company affiliate), as the case may be, at the Company's expense. My obligation to assist the Company in obtaining and enforcing patents, copyrights and other protections shall continue beyond the termination of my rights in any Inventions (as defined above) (including all Intellectual Property Rights, as defined above) that are made, conceived or reduced to practice, in whole or in part and whether alone or with others, by me during my employment by, or service with,services, but the Company or anyshall compensate me at a reasonable rate after the termination of its affiliates or which arise out of any activity conducted by,my services for or undertime actually spent at the direction ofCompany's request providing such assistance. If the Company is unable, after reasonable effort, to secure my signature on any document needed to apply for, prosecute or enforce any patent, copyright or other protection relating to an Invention, whether because of my physical or mental incapacity or for any other reason whatsoever, I hereby irrevocably designate and appoint the Company and its affiliates (whether or not conducted at the Company’s orduly authorized officers and agents as my agent and attorney-in-fact, to act for and in my behalf and stead to execute and file any of its affiliates’ facilities, working hours or using any of the Company’s or its affiliates’ assets), or which are useful with, or relate directly or indirectly to, any Company Interest (as defined above). I will promptlysuch document and fully disclose and provideto do all of the Inventions described above (the “Assigned Inventions”) to the Company.