Free Letter - District Court of Delaware - Delaware

Case 1:04-cv-01338-JJF Document 759-2 Filed O3/29/2007 Page 1 of 1
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EMPLOYEE CONFIDENTIAL INFORMATION
i. M AND INYEHUQN AQKBEMENT
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that this agreement does not itself give me rights to employment or continued employment) by Sperry Corporation
or by any of its subsidiaries, including any division of Sperry Corporation or of any of its subsidiaries (such 3
corporation, its successors and the subsidiaries of such corporation or their successors being hereinafter individually
and collectively called "the Company"), l agree as follows: ‘
l. l will not directly or indirectly during or after the term of my employment
(a) give to any person not authorized to receive it any information that is classified for purposes of national ~
security; or `
(b) give to any person not authorized by the Company to receive it or use, except for the sole benefit of the ~
Company, any of the Company's proprietary data or information whether relating to products, equipment
inventions, ideas, designs, processes, research or otherwise and including, without limitation. any of the `
Company’s manufacturing, technical or scientific know-how: or
(c) give to any person not authorized by the Company to receive it, any drawing, sketch, layout, formula, *
specification, report, written manufacturing or technical information or the like owned by the Company, or any l
copy thereof; or p
(cl) give to any person not authorized by the Company to receive it, any information that is designated by
the Company as "Limited" or "Private". .
2. l will keep myself informed of the C0mpany's policies and procedures for safeguarding Company property, I
including proprietary data and information, and will strictly comply therewith at all times. I will not, except when
authorized by the Company, remove any Company property from Company premises. l will return to the
Company'. immediately upon termination of my employment or upon my transfer within the Company, all
Company property in my possession or control.
3. [ will grant (and do hereby grant) to the Company the sole and exclusive ownership of (including the sole ·
and exclusive right to reproduce, use or disclose for any purpose) any and all reports, drawings, blueprints, data,
writings and technical information made or prepared by me alone or with others during the term of my employ-
ment, that relate to apparatus, compositions of matter or methods pertaining to the Cornpany’s business during the `
term of my employment. l acknowledge that all such reports, drawings, blueprints, data, writings and technical
information are property of the Company within the scope of paragraph l(b) and Paragraph 1(c) above.
4. l will advise the Company's Patent Department in writing in detail of each invention that i alone or with i
others make or conceive during the term ol` my employment, whether or not I make or conceive it in the course of ‘
my employment. l will, without further consideration other than reimbursement of my expenses to the extent *
hereinafter provided, assign (and do hereby assign) to the Company or to its nominee all my right. title and interest `
in each such invention that, in whole or in part, is in or relates to apparatus. compositions of matter or methods
pertaining to the Company’s business during the term of my employment, and will, at all times, whether during or
after the term of my employment, execute, acknowledge and deliver such assignments, affidavits and other instru- `
ments prepared by the Company or its nominee and do such other things as will assist the Company or its nominee .
to obtain For the benefit of the Company or its nominee patents on each such invention in any and all countries.
The expenses for which the Company or its nominee shall be obligated to reimburse me shall belimited to mailing t
charges and notary fees and to such payments to others that the Company or its nominee has given me prior written
authorization to make.
S. There are excluded from the operation of paragraph 41 (a) all patents issued in my name. alone or with `
others, prior to the date of my lirst employment by the Company, and (b) the inventions that are listed on the ~
reverse side hereof under the heading "Excluded lnventions". ~
6. This agreement shall inure to the benefit of and be enforceable by the Company and its assigns and shall be
binding upon me and my legal representatives.
l I ’ Original to be signed and dated by employee, l
witnessed by a duly authorized representative ~
of the Company, and retained by the Company.
Copy to be given to employee.
5100004 (REV. 2-et) V
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