8. INTELLECTUAL PROPERTY.
(a) The Executive hereby assigns, transfers, and coveys to the Company:
(i) all right, title, and interest in and to all ideas, inventions, designs, formulas, trade secrets, compositions, improvements, discoveries, techniques, processes, or other inventions, whether or not patentable, (a) the Executive conceives or develops, alone or with others, during the Executives employment with the Company and (b) resulting from or suggested by the Executives work for the Company or its affiliates, using the Company or its affiliates time, materials, or facilities, or in any way relating to any business the Company and its affiliates are engaged in or plan to engage in, as well as all patent applications and patents arising out of the foregoing (Inventions);
(ii) all right, title, and interest in and to all original works of authorship fixed in any tangible medium of expression, now known or later developed, from which they can be perceived, reproduced, or otherwise communicated, either directly or with the aid of a machine or device, including without limitation software and computer programs, authored, created and/or developed by the Executive, alone or with others, in any formats or media now known or hereafter invented (Works), including without limitation all copyrights and moral rights in and to the Works and including the right to prepare, license, or authorize derivative works or other versions of the Works, provided (a) the Executive authors and/or creates the Work during the Executives employment with the Company and (b) the Work resulted from or was suggested by the Executives work for the Company or its affiliates, was created on the Companys time or using materials or facilities of the Company or its affiliates, or is in any way relating to any business the Company or its affiliates are engaged in or plan to engage in, as well as all copyright applications and registrations arising out of the Works; and
(iii) all past, present, and future claims, demands, and causes of action arising out of, based on, and/or connected with the Inventions and/or Works, including but to limited to the right to all remedies and damages recoverable thereby, foregoing items (i) through (iii) collectively referred to as the Intellectual Property.
(b) For the avoidance of doubt, title and ownership to all Intellectual Property shall automatically become the exclusive property of the Company immediately when the Executive conceives of, authors, or develops the Intellectual Property, and the Executive shall not retain any right, title, or interest in or to the Intellectual Property.
(c) Reasonably promptly upon conception or authorship of any Intellectual Property, the Executive shall disclose the Intellectual Property to the Company in as much detail as the Executive possesses. The Executive agrees to execute additional documents that further memorialize the assignment, transfer, and conveyance of the Intellectual Property to the Company and/or needed to assist the Company in the prosecution of any patent or copyright applications arising out of the Intellectual Property, including but not limited to declarations and short form assignments.
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