Free Declaration in Support - District Court of California - California

Case 3:O7—cv—O2845—WHA Document 63-43 FiIed12/06/2007 Page10f4

Case 3:07—cv—02845-WHA Document 63-43 Filed 12/06/2007 Page 2 of 4
W I Lynx Therapeutics, Inc.
Employee Invention Agreement I
1. - As an employee of Lynx Therapeutics, Inc. (the "Company"), and in
consideration of the compensation now and hereafter paid to me, I agree at all
times during the term of my employment and thereafter, to hold in strictest
I confidence, and not to use or, to disclose to any person, firm or corporation,
e without express authorization of an officer of the Company, any information, —
manufacturing technique, processes, formulas, development or experimental
work, work in process, trade secrets or any other proprietary or confidential
matter relating to the products, sales or business of the Company.
2. I further agree that I will promptly make full disclosure to the Company, will
hold in trust for the sole right and benefit ofthe Company, and will assign all my .
right, title and interest to, any and all inventions, discoveries, developments,
improvements or trade secrets which I may solely or jointly conceive, develop or
reduce to practice, or cause to be conceived, developed or reduced to practice, l
during the period of time I am in the employ of the Company, except any
invention, discovery, development, improvement or trade secret as to which I l
. can prove that: ’ _
a) it was developed entirely on my own time; and I I
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b) no equipment, supplies, facility or trade secret of the Company was used l
in its development; and
c) (i) it does not relate to the business or actual or demonstrably anticipated ’
_ research or development of the Company, or (ii) it does not result from l
» any work performed by me for the Company.
Notwithstanding the foregoing, I also assign to or as directed by the Company all g
my right, title and interest in and to any and all inventions, discoveries, i
_ developments, improvements or trade secrets, full title to which is required to be l ’
in the United States by a contract between the Company and the United States or e
any of its agencies.
‘ ` Q
3. 1 agree to execute any proper oath or verify any proper document in connection
’ with carrying out the terms of this agreement. ln the event the Company is l ,
unable (because of my mental or physical incapacity or for any other reason ;
whatsoever) to secure my signature to apply for, or to pursue any application for l
. any United States or foreign letters patent, covering inventions assigned to the _
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I Pago 1 Cf..3_Witness:.L ’L·E~'!7)L¤./y\_ i ‘
p Dato Ot ProccodEng:J.LI.£.§§ -
_ By: Linda Frazeur. CSM6697 · , i

_ Case 3:07—cv—02845-WHA Document 63-43 Filed 12/06/2007 Page 3 of 4
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Company as stated above, I hereby irrevocably designate and a_ppoint the
Company and its duly authorized officer and agents as my agent and attorney in
fact, to act for and in my behalf and stead to execute and file any such
applications and to do all other lawfully permitted acts to further the prosecution
and issuance of letters patent thereon with the same legal force and effect as if
executed by me. I have attached hereto a list describing all inventions made by `
me prior to my employment with the Company belonging to me, relating to the
. Company's proposed business and products and not assigned to the Company,
or, if no such list is attached, I represent that there are no such inventions. l
hereby waive and quitclaim to the Company any and all claims of any nature
whatsoever which I now or may hereafter have for infringement of any patent or
patents resulting from any such applications for letters patent assigned
_ hereunder to the Company. .
4. I recognize that the Company may receive from third parties their confidential or -_
proprietary information subject to a duty on the Company's part to maintain the
confidentiality of such information and to use it only for certain limited
purposes. I agree that I owe the Company and such third parties during the term
of my employment and thereafter a duty to hold all sudi confidential or
· proprietary information in the strictest confidence and not to disclose it to any
person, firm or corporation (except as necessary in carrying out my work for the .
Company consistent with the Company's agreement with such third party) or
use it for the benefit of anyone other than for the Company or such third party
consistent with the Company`s agreement with such third party without the
express authorization of an officer of the Company.
E
5. I further agree that at the time of leaving the employ of the Company, I will
deliver to the Company and will not keep in my possession, nor deliver to l
anyone else, any and all drawings, blueprints, notes, memoranda, specifications, Q
devices, documents, or any other material containing or disclosing any of the -
matters referred to herein.
6. I agree that I will not during my employment at the Company improperly use or
disclose any proprietary information or trade secrets of my former or concurrent ‘
employers or companies, if any, and that I shall not bring onto the premises of
the Company any unpublished document or any property belonging to my
former or concurrent employers or companies, if any, unless consented to in
writing by said employers or companies. l
» l
7. The provisions of this agreement requiring assignment to the Company do not
r apply to any invention which qualifies fully under the provisions of Section 2870 {
of the California Labor Code. I will advise the company promptly in writing of
l
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any inventions, discoveries, developments, improvement or trade secrets that I
believe meet the criteria in subparagraphs 2 a, b, and c above; and I will at that
time provide to the Company in writing all evidence necessary to substantiate
that belief. I understand that the Company will keep in confidence and will not I
disclose to third parties without my consent any contidential information
disclosed in writting to the company relating to inventions which qualify fully
under the provision of Section 2870 of the California Labor Code.
IN WITNESS WHEREOF, I have subscribed my name hereunto this
- 2 ls? day of g 199_€7
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- I Signature ,
=§7l< ten C· MQCGVILZ .
3 a Print Name U
Witness ` X . -
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. ‘ SOLOOM l

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Document 63-43

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