Prior Inventions. I have set forth on [Exhibit A] (Inventions) a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with Company, in which I have an ownership interest or which I have a license to use and that I wish to have excluded from the scope of this agreement (collectively referred to as “Prior Inventions”). If no Prior Inventions are listed in [Exhibit A], I warrant that there are no Prior Inventions. If, in the course of my employment with Company, I incorporate a Prior Invention into a Company product, process or machine, I hereby grant Company a nonexclusive, royalty free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to reproduce, make derivative works of, distribute, publicly perform, publicly display in any form or medium, whether now known or later developed, make, have made, modify, use, sell, import, offer for sale, and exercise any and all present or future rights in, such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Inventions in any Company Inventions (as defined below) without Company’s prior written consent.

Prior Inventions. I have set forth on [Exhibit A] (Inventions) athe attached Prior Inventions [Schedule a] complete list of all Inventions that I have, alonealong or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practicemade prior to the commencement of my employment with Company, in whichthe Company that I have an ownership interestconsider to be my property or which I have a license to usethe property of third parties and that I wish to have excluded from the scope of this agreementRestrictive Covenant and Invention Assignment Agreement (collectively referred to as “Prior Inventions”“Prior Inventions”). If no Prior Inventions are listed in [Exhibit A],such disclosure is attached, I warrantrepresent that there are no Priorprior Inventions. If, in the course of my employment with for the Company, I incorporate a Prior Invention into a Company product, process or machine, Ithe Company is hereby grant Companygranted and shall have a nonexclusive, royalty royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to reproduce, make derivative works of, distribute, publicly perform, publicly display in any form or medium, whether now known or later developed, make, have made, modify, use, sell, import, offer for sale,use and exercise any and all present or future rights in,sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior Inventions in any Company Inventions (as defined below) without Company’the Company’s prior written consent.

Other Inventions. I have set forth on [Exhibit A] (Inventions) a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reducedagree to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with Company, in which I have an ownership interest or which I have a license to use and that I wish to have excluded from the scope of this agreement (collectively referred to as “Prior Inventions”). If no Prior Inventions are listed in [Exhibit A], I warrant that there are no Prior Inventions. If, in the course of my employment with Company, I incorporate a Prior Invention into a Company product, process or machine, I hereby grant Company a nonexclusive, royalty free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to reproduce, make derivative works of, distribute, publicly perform, publicly display in any form or medium, whether now known or later developed, make, have made, modify, use, sell, import, offer for sale, and exercise any and all present or future rights in, such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior InventionsInvention conceived, created, developed or reduced to practice by me (alone or with others) prior to or independently of my employment by, or service with, the Company or its affiliates (collectively, “Prior Inventions”) in any work I perform for the Company Inventions (as defined below)or its affiliates, without the Company’s prior written consent. My Prior Inventions are listed in [Exhibit B].

I represent that I have set forthno rights in any such Company-related Innovations other than those Innovations listed in [Exhibit A] (“Prior Innovations”). If nothing is listed on [Exhibit A] (Inventions) a complete list of all Inventions that I have, alone or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practice prior to the commencement of my employment with Company, in which I have an ownership interest or which I have a license to use and that I wish to have excluded from the scope of this agreement (collectively referred to as “Prior Inventions”). If no (“Prior Inventions are listed in [Exhibit A]Innovations”), I warrantrepresent that there are no Prior Inventions. If, inInnovations at the coursetime of my employment with Company, I incorporate a Prior Invention into a Company product, process or machine,signing this Agreement. I hereby grant to Company and Company’s designees a nonexclusive, royalty royalty-free, irrevocable, perpetual, worldwideworldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to reproduce, make derivative works of, distribute, publicly perform, publicly displaypractice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Prior Innovations that I incorporate, or permit to be incorporated, in any formInnovations that I, solely or medium, whether now knownjointly with others, conceive, develop or later developed, make, have made, modify, use, sell, import, offer for sale, and exercise any and all present or future rights in, such Prior Invention.reduce to practice during my employment with Company (the “Company Innovations”). Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, any Prior InventionsInnovations in any Company Inventions (as defined below)Innovations without Company’Company’s prior written consent.

Inventions Retained and Licensed. [Exhibit A] (Inventions)B] attached hereto contains a completefull and exhaustive list describing with particularity all inventions, original works of all Inventions that I have, aloneauthorship, developments, improvements, and trade secrets which were made or jointly with others, conceived, developed or reduced to practice or caused to be conceived, developed or reduced to practiceotherwise created by Employee prior to the commencement of myEmployee’s employment with Company, in which I have an ownership interest or which I have a license to use and that I wish to have excluded from the scope of this agreementhereunder (collectively referred to as “Prior Inventions”). If noSuch Prior Inventions belong solely to Employee or belong to Employee jointly with another as listed therein, which relate in any way to any of the Company’s proposed businesses, products or research and development, and which are listed in [Exhibit A], I warrantnot assigned to the Company hereunder; or, if no such list is attached, Employee represents that there are no such Prior Inventions. If, in the course of my employment with the Company, I incorporateEmployee incorporates into a Company product or service a Prior Invention intoowned by Employee or in which Employee has an interest, the Company is hereby granted and shall have a Company product, process or machine, I hereby grant Company a nonexclusive, royalty non-exclusive, royalty-free, irrevocable, perpetual, worldwide license (with rightsthe right to sublicense through multiple tiers of sublicensees)sublicense) to reproduce,make, have made, copy, modify, make derivative works of, distribute, publicly perform, publicly display in any form or medium, whether now known or later developed, make, have made, modify, use, sell, import, offer for sale,sell and exercise any and all present or future rights in,otherwise distribute such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate,Invention as part of or permit to be incorporated, any Prior Inventions in any Company Inventions (as defined below) without Company’s prior written consent.connection with such product, process or machine.