(c) All documents, records, tapes, and other media of every kind and description relating to the business, present or otherwise, of the Company and any copies, in whole or in part, thereof (the Documents), whether or not prepared by Kolander or EVC, shall be the sole and exclusive property of the Company. Kolander and EVC shall immediately return to the Company at the end of the Consulting Term all Documents then in their possession or control, without retaining any copies thereof.
(d) If Kolander or EVC creates, invents, designs, develops, contributes to, or improves any works of authorship, inventions, intellectual property, materials, documents, or other work product (including, without limitation, research, reports, software, databases, systems, applications, presentations, textual works, content, or audiovisual materials), either alone or with third parties, at any time during the Term and within the scope of his employment and/or with the use of any Company resources (Company Works), Kolander or EVC, as applicable, shall promptly and fully disclose same to the Company and hereby irrevocably assigns, transfers, and conveys, to the maximum extent permitted by applicable law, all rights and intellectual property rights therein (including rights under patent, industrial property, copyright, trademark, trade secret, unfair competition, and related laws) to the Company to the extent ownership of any such rights does not vest originally in the Company. Notwithstanding the foregoing, the definition of Company Works does not include any works of authorship, inventions, intellectual property, materials, documents, or other work product developed (alone or jointly) by Kolander or EVC (i) entirely on Kolanders own time and (ii) without the use of any equipment, supplies, facilities, trade secrets, Confidential Information, or other information of the Company, unless such work product (A) relates to the Companys business or its actual or demonstrably anticipated research or development or (B) results from any work performed by Kolander or EVC for the Company.
(e) During the Consulting Term and thereafter, Kolander and EVC shall take all reasonably requested actions and execute all reasonably requested documents (including any licenses or assignments required by a government contract) to assist the Company in validating, maintaining, protecting, enforcing, perfecting, recording, patenting, or registering any of the Companys rights in the Company Works. If the Company is unable for any other reason to secure Kolanders signature or the signature of a duly authorized officer of EVC on any document for this purpose, then Kolander and EVC hereby irrevocably designate and appoint the Company and its duly authorized officers and agents as Kolanders or EVCs, as applicable, agent and attorney in fact, to act for and in Kolanders or EVCs, as applicable, behalf and stead to execute any documents and to do all other lawfully permitted acts in connection with the foregoing.
(a) Notices. Any notice or other communication required hereunder must be in writing and shall be deemed effective upon the earlier of one (1) business day following electronic via fax or email delivery, or the third (3rd) business day after mailing FedEx or UPS to:
To the Company:
14231 Tandem Blvd
Austin, Texas 78728
Attention: Chairman of the Compensation Committee