car, all computers (including laptops), cell phones, keys, PDAs, Blackberries, iPhones, Androids, iPads, credit cards, printers, facsimile machines, televisions, card access to any Company
building, parking passes, office keys, customer lists, reports, files, e-mails, work papers, memoranda, notes, formulae, tapes, programs, records and software, computer access codes or disks, internal or
external hard drives, thumb drives, instructional manuals, and other similar materials or documents which you had access to, used, received or prepared, helped prepare or supervised the preparation of in connection with your employment with the
Company (collectively, Company Property). Notwithstanding the foregoing, the Company agrees that you shall be permitted to retain your Company mobile phone, laptop, iPad and related peripherals, provided that it is cleansed and
purged by the Companys IT Department of all Confidential Information.
(ii) You hereby represent, warrant, and agree that you
(i) have not retained and will not retain any copies, duplicates, reproductions or excerpts of and have not used, recreated or reproduced (other than in the proper performance of your duties to the Company) and will not use, recreate or
reproduce any Company Property, (ii) have not transmitted or stored and will not transmit or store any Company Property to or on any personal electronic messaging systems or devices, and (iii) have not transmitted and will not transmit any
Company Property to any unauthorized person or store the same on any unauthorized persons electronic messaging system or device. Personal electronic messaging systems and devices include, but are not limited to, personal computers, laptops, e-mail accounts, internal or external hard drives, thumb drives, cell phones, smartphones or other wireless devices, iPads, iPhones, Blackberrys, facsimile machines, instant messaging systems, or copy machines.
(h) Intellectual Property / Work Product.
(i) For the purposes of this clause, Intellectual Property includes all Confidential Information, inventions whether
patentable or not, patents, trademarks, formulae, service marks, designs, design rights, copyrights, utility models, applications for registration of any of the foregoing and the rights to apply for them in any part of the work, drawings, computer
programs, trade secrets, processes, ideas, know-how and rights of a like nature arising or subsisting in the work, whether registered or unregistered.
(ii) You agree that all of your work product, including all Intellectual Property, whether created solely or jointly with others, and
including any moral rights therein, given, disclosed, created, developed or prepared in connection with your employment with the Company, shall be the sole and exclusive property of the Company. In the event that any such Intellectual Property or
other work product does not vest by operation of law as the sole and exclusive property of the Company, you hereby irrevocably assign, transfer and convey to the Company, exclusively and perpetually, all right, title and interest which you may have
or acquire in and to such Intellectual Property or other work product throughout the world. The Company and its affiliates or their designees shall have the exclusive right to make full and complete use of, and make changes to, all Intellectual
Property or other work product without restrictions or liabilities of any kind, and you shall not have the right to use any such materials, other than within the legitimate scope and purpose of your employment with the Company. You affirm that you
have disclosed to the Company the creation or existence of any Intellectual Property or other work product and agree to take whatever additional lawful action may be necessary, and to sign whatever documents the Company may require, in order to
secure and vest in the Company or its designee all right, title and interest in and to any Intellectual Property or other work product and any industrial or Intellectual Property rights therein (including full cooperation in support of any Company
applications for patents and copyright or trademark registrations). To the extent additional nominal consideration is required pursuant to applicable law, you agree that such nominal consideration shall be sufficient for the assignments described
above.