RE: "Prior Inventions" on employment contract

Dan:

I am no lawyer. But If you sign this, you are not doing yourself any good.
The moment you freely apply your utilities to a company where you work, the
IP (Intellectual Property) gets transferred to your employer as she sells
the software/ application to other clients whether or not you do it
consciously or otherwise.

My suggestion, get a definition of inventions and in all probability, what
you have done would not fall into this category. Therefore you are ok in a
legal sense if you do not apply them in current employment. But if you
apply, then as I said, who is a good lawyer around?

HTH

Sampath

-----Original Message-----
From: Dan [mailto:dbcemid@yahoo.com]
Sent: Monday, December 09, 2002 11:05 AM
To: midrange-l@midrange.com
Subject: "Prior Inventions" on employment contract


If this belongs on a different list, please let me know.

I have a cd-rom full of programmer utilities that I've developed over
the years.  I intend to fully protect my rights and ownership of these
utilities.  I freely share the _use_ of these utilities in the shops
where I have worked.  I am getting ready to sign a new employment
contract and it has a section for "prior inventions":

----------------------------------
Employee agrees that (s)he has no ideas or inventions or copyrights
made or conceived prior to the beginning date of Employee's employment
with COMPANY that relate in any way to COMPANY's Business or the
business of the Client except for such as are disclosed on Exhibit "B",
which Exhibit (entitled "Prior Inventions") shall be signed by COMPANY
if any such inventions shall exist.  Any and all inventions, ideas or
copyrights of Employee disclosed or made available to COMPANY during
the term of this Agreement shall be disclosed on a non-confidential
basis and Employee agrees that COMPANY shall have an irrevocable and
free right to use such inventions, ideas and copyrights in any way
whatsoever except for such valid patent rights as Employee may have
obtained prior to the date hereof which are disclosed on Exhibit "B".
----------------------------------

The aforementioned cd-rom was created prior to my employment with this
company.  Is it enough to claim "the entire contents of this cd-rom",
or should I print a file listing, or ... what?

TIA, Dan

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