“Inventions” and “Works For Hire.” The term “Invention” means contributions, discoveries, improvements and ideas and works of authorship, whether or not patentable or copyrightable, and: # which relate directly to the business of the Company, or # which result from any work performed by Grantee or by Grantee’s fellow employees for the Company, or # for which equipment, supplies, facilities, Confidential Information or Trade Secrets of the Company are used, or # which is developed on the Company’s time. The term “Works For Hire” (“Works”) means all documents, programs, software, creative works and other expressions and information in any tangible medium created, in whole or in part, by Grantee during the period of and relating to his/her employment with the Company, whether copyrightable or otherwise protectable, other than Inventions.

Prior Works. Executive has attached hereto, as [Exhibit A], a complete and accurate list describing with particularity all Prior Works. Executive will not without the Company’s prior written consent: # incorporate, or permit to be incorporated, Prior Works in any Work Product or Confidential Information; or # use or disclose any Prior Works in connection with Executive’s work for Company. Without limiting the foregoing, to the extent any Work Product incorporates or requires the use of any Prior Works, Executive will promptly disclose such and the parties shall enter into good faith negotiations for licensure of said Prior Works.

The Executive agrees that all copyrightable works included in Company Works will be deemed to be “Works made for hire.”

Assignment of Inventions and Works Made for Hire. Employee hereby assigns to the Company Group, or its designee, all of Employee’s right, title, and interest (including all related intellectual property rights) in all Inventions that Employee created during the period of time Employee was in the employ of the Company (including during off-duty hours) (“Company Inventions”). In addition, Employee acknowledges that all original works of authorship that were made by Employee (solely or jointly with others) within the scope of and during the period of Employee’s employment with the Company and that are protectable by copyright are “works made for hire,” as that term is defined in the United States Copyright Act, and in accordance, the Company Group is considered the author of these works.

You hereby acknowledge and agree that all writings, ideas, information, and other works which may be copyrighted (including software and computer programs) which are related to the present or planned, or reasonably anticipated business of ​ and are prepared by you (solely or jointly with others) during your relationship with ​ shall be, to the extent permitted by law, deemed to be “works for hire” or the result of “works for hire,” as defined by U.S. copyright laws, with the copyright automatically vesting in ​. To the extent that such writings and works are not works for hire, you hereby waive any and all rights in such writings and works and hereby assign to ​ all of your present and future rights, title and interest, including copyright, in such writings and works.

Hire Date. Your hire date will be ​.

I acknowledge that all original works of authorship created or developed by me within the scope of my employment by the Company which are protectable by copyright are intended to be “works made for hire”, as that term is defined in Section 101 of the United States Copyright Act of 1976

WORKS MADE BY INDIVIDUAL. Any written materials or works Employee has created or will create during Employee’s work for ​ which relate in any way to actual or potential business of ​, its customers and/or business units, shall be considered ​ property. Employee assigns Employee’s right, title and interest in any such proprietary ideas based on ​ property to ​, and agrees at any time to execute any and all documents that ​ shall request to evidence the assignment of any such right, title or interest to ​. This Agreement does not apply to works that are or have been developed entirely by Employee on Employee’s own time without use of ​’s facilities, supplies, equipment, information or trade secrets, and that do not relate to ​ or its business.

The results and proceeds of your services to the Company, whether or not created during the Contract Period, including, without limitation, any works of authorship resulting from your services and any works in progress resulting from such services, shall be works-made-for-hire and the Company shall be deemed the sole owner throughout the universe of any and all rights of every nature in such works, with the right to use, license or dispose of the works in perpetuity in any manner the Company determines in its sole discretion without any further payment to you, whether such rights and means of use are now known or hereafter defined or discovered.

Work Made For Hire. Participant agrees to assign, and hereby assigns, to the Company, all rights, title and interests in and to any idea, creation, discovery, work of authorship or invention, including but not limited to any and all patent rights and copyright rights conceived, created, or developed by Participant, whether individually or jointly with other individual(s), during his or her employment with the Company and its Affiliates (an “Innovation”), if that Innovation # was made in the scope of Participant’s employment, # was made with the use of the time, material, resources or information of the Company or its Affiliates, or # related to the business of the Company or any Affiliate of the Company. Participant agrees to promptly communicate and disclose all Innovations to the Company and to execute and deliver to the Company any instruments deemed necessary by the Company to effect disclosure and assignment thereof to the Company, and to take such actions (including execution of United States and foreign patent applications) reasonably required by the Company to secure, protect, and enforce the Company’s rights, title and interests in and to any Innovations.

First Hire-On Bonus. A bonus in the amount of ​ will be paid to you on ​. This bonus payment is subject to # satisfactory performance as judged by the Chief Executive Officer, and # continued employment to ​.

You acknowledge and agree that the Company is the sole and exclusive owner of all rights in and to all products or information derived from or to be derived as a result of your work and service to the Company. All work products, or information that you develop, including literary works or other works of authorship, invention or technological innovation created for the Company shall be considered "works made for hire" as that term is used in copyright laws of the United States. You acknowledge and agree that the Company owns all designs, trade secrets, inventions, mask works, and any non-literary creations or technological innovations made, conceived of, or developed for the Company by you or others during the course of your employment (collectively, the "Lincoln Materials"). The Company retains all rights, title and interest, including but not limited to ownership of copyright, trademark and patent rights, in and to the Lincoln Materials and all copies made from them.

Intellectual Property Rights. The Consultant understands, acknowledges and agrees that: # all inventions, original works of authorship, designs, formulas, developments, reports, articles, texts, books, materials, ancillaries, concepts, improvements, software, writings or trade secrets, whether or not patentable or registerable under copyright or similar laws, that the Consultant and/or its representatives conceive, create, make, develop, write, reduce to practice, or acquire (in whole or in part, either alone or jointly with others) in performing the Consulting Services for the Company (the “Works”) shall, as between the parties hereto, be the sole and exclusive property of the Company to the maximum extent permitted by applicable law; # the Company shall be the sole and exclusive owner and holder of all patents, copyrights and other intellectual property or other rights related to the Works; # such Works, including any works of authorship by the Consultant and/or its representatives, are “works made for hire” for purposes of the Company’s rights under copyright laws; and # the Consultant hereby assigns, transfers and irrevocably grants to the Company or its designee any and all rights, title or interest the Consultant and/or its representatives may have or acquire in and to such Works without any obligation on the part of the Company to compensate the Consultant (or its representatives) beyond the express provisions of this Agreement. The Consultant further agrees to promptly disclose and deliver to the Company all Works and to cooperate in the completion and execution of such documentation as may reasonably be required to protect the Company’s intellectual property rights and interests herein described.

Copyrightable Material. All right, title and interest in all copyrightable material that Executive shall conceive or originate individually or jointly or commonly with others, and that arise in connection with Executive’s services hereunder or knowledge of confidential and proprietary information of the Company, will be the property of the Company and are hereby assigned by Executive to the Company of its Affiliates, along with ownership of any and all copyrights in the copyrightable material. Where applicable, works of authorship created by Executive relating to the Company or its Affiliates and arising out of Executive’s knowledge of confidential and proprietary information of the Company shall be considered “works made for hire,” as defined in the U.S. Copyright Act, as amended.

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 employment, 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 and belong exclusively to the Company, and Employee hereby assigns all such rights to the Company. Employee agrees to 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.

Work Made for Hire; Assignment. Employee acknowledges that, to the extent permitted by law, all Work Product consisting of copyrightable subject matter created by Employee during his employment with the Company is a “work made for hire” as defined in 17 U.S.C. § 101 and such copyrights are therefore owned by the Company. To the extent that the foregoing does not apply, Employee hereby irrevocably assigns to the Company, for no additional consideration, Employee’s entire right, title, and interest in and to all Work Product and Intellectual Property Rights therein, including the right to sue, counterclaim, and recover for all past, present, and future infringement, misappropriation, or dilution thereof, and all rights corresponding thereto throughout the world. Nothing contained in this Agreement shall be construed to reduce or limit the Company’s rights, title, or interest in any Work Product or Intellectual Property Rights so as to be less in any respect than that the Company would have had in the absence of this Agreement.

#​ may not assign, sublicense, lease, or in any other way transfer or disclose Mask Works to any third party or reproduce or distribute any part of the Mask Works except as expressly provided in this Project Statement.

Other necessary works to complete the infrastructure construction.

Intellectual Property Rights. The Executive acknowledges and agrees that all inventions, technology, processes, innovations, ideas, improvements, developments, methods, designs, analyses, trademarks, service marks, and other indicia of origin, writings, audiovisual works, concepts, drawings, reports and all similar, related, or derivative information or works (whether or not patentable or subject to copyright), including but not limited to all resulting patent applications, issued patents, copyrights, copyright applications and registrations, and trademark applications and registrations in and to any of the foregoing, along with the right to practice, employ, exploit, use, develop, reproduce, copy, distribute copies, publish, license, or create works derivative of any of the foregoing, and the right to choose not to do or permit any of the aforementioned actions, which relate to ​ or 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 while employed by ​ or an Affiliate (collectively, the “Work Product”) belong to ​. The Executive further acknowledges and agrees that to the extent relevant, this Agreement constitutes a “work for hire agreement” under the Copyright Act, and that any copyrightable work (“Creation”) constitutes a “work made for hire” under the Copyright Act such that ​ is the copyright owner of the Creation. To the extent that any portion of the Creation is held not to be a “work made for hire” under the Copyright Act, the Executive hereby irrevocably assigns to ​ all right, title and interest in such Creation. All other rights to any new Work Product and all rights to any existing Work Product are also hereby irrevocably conveyed, assigned and transferred to ​ pursuant to this Agreement. The Executive will promptly disclose and deliver such Work Product to ​ and, at ​’s expense, perform all actions reasonably requested by ​ (whether during or after the Employment Period) to establish, confirm and protect such ownership (including, without limitation, the execution of assignments, copyright registrations, consents, licenses, powers of attorney and other instruments). All Work Product made within six months after termination of the Executive’s employment with ​ will be presumed to have been conceived during the Executive’s employment with ​, unless the Executive can prove conclusively that it was created after such termination.