Kohl's 2014 Annual Report Download - page 69

Company will own, and Executive hereby assigns to the Company, all rights in all Business Ideas. All Business Ideas which are or form the basis for
copyrightable works shall be considered “works for hire” as that term is defined by United States Copyright Law. Any works that are not found to be “works
for hire” are hereby assigned to the Company. While employed by the Company and for one (1) year thereafter, Executive will promptly disclose all Business
Ideas to the Company and execute all documents which the Company may reasonably require to perfect its patent, copyright and other rights to such
Business Ideas throughout the world. After Executive's employment with the Company terminates, for whatever reason, Executive will cooperate with the
Company to assist the Company in perfecting its rights to any Business Ideas including executing all documents which the Company may reasonably
require. For purposes of this Article VI, the term “Company” means Kohl's Department Stores, Inc. and its parent companies, subsidiaries and other affiliates.
6.2 Business Ideas. The term “Business Ideas” as used in this Agreement means all ideas, inventions, data, software, developments and
copyrightable works, whether or not patentable or registrable, which Executive originates, discovers or develops, either alone or jointly with others while
Executive is employed by the Company and for one (1) year thereafter and which are (a) related to any business known by Executive to be engaged in or
contemplated by the Company, (b) originated, discovered or developed during Executive's working hours during his employment with the Company, or
(c) originated, discovered or developed in whole or in part using materials, labor, facilities, Confidential Information, Trade Secrets, or equipment furnished
by the Company.
6.3 Non-Disparagement. Executive agrees not to engage at any time in any form of conduct or make any statements or representations, or direct
any other person or entity to engage in any conduct or make any statements or representations, that disparage, criticize or otherwise impair the reputation of
the Company, its affiliates, parents and subsidiaries and their respective past and present officers, directors, stockholders, partners, members, agents and
employees. Nothing contained in this Section 6.3 shall preclude Executive from providing truthful testimony or statements pursuant to subpoena or other
legal process or in response to inquiries from any government agency or entity.
ARTICLE VII
EMPLOYEE NON-SOLICITATION
During the term of Executive's employment with the Company and for one (1) year thereafter, Executive shall not directly or indirectly encourage
any Company employee to terminate his employment with the Company unless Executive does so in the course of performing his duties for the Company
and such encouragement is in the Company's best interests. For purposes of this Article VII, the term “Company” means Kohl's Department Stores, Inc. and its
parent companies, subsidiaries and other affiliates.
ARTICLE VIII
GENERAL PROVISIONS
8.1 Notices. Any and all notices, consents, documents or communications provided for in this Agreement shall be given in writing and shall be
personally delivered, mailed by registered or certified mail (return receipt requested) or sent by courier, confirmed by receipt, and addressed as follows (or to
such other address as the addressed party may have substituted by notice pursuant to this Section 8.1):
(a) If to the Company: