Sprint - Nextel 2012 Annual Report Download - page 253

13. Developments.
(a) The Executive acknowledges and agrees that he will make full and prompt disclosure to the
Company of all inventions, improvements, discoveries, methods, developments, software, mask works, and works of
authorship, whether patentable or copyrightable or not, (i) which relate to the Company's business and have heretofore been
created, made, conceived or reduced to practice by the Executive or under his direction or jointly with others, and not
assigned to prior employers, or (ii) which have utility in or relate to the Company's business and are created, made, conceived
or reduced to practice by the Executive or under his direction or jointly with others during his employment with the Company,
whether or not during normal working hours or on the premises of the Company (all of the foregoing of which are collectively
referred to in this Agreement as “ Developments ” ).
( b) The Executive further agrees to assign and does hereby assign to the Company (or any person or
entity designated by the Company) all of the Executive's rights, title and interest worldwide in and to all Developments and all
related patents, patent applications, copyrights and copyright applications, and any other applications for registration of a
proprietary right. This Section 13(b) shall not apply to Developments that the Executive developed entirely on his own time
without using the Company's equipment, supplies, facilities, or Proprietary Information and that does not, at the time of
conception or reduction to practice, have utility in or relate to the Company's business, or actual or demonstrably anticipated
research or development. The Executive understands that, to the extent this Agreement shall be construed in accordance with
the laws of any Territory which precludes a requirement in an employee agreement to assign certain classes of inventions
made by an employee, this Section 13(b) shall be interpreted not to apply to any invention which a court rules or the
Company agrees falls within such classes.
(c) The Executive further agrees to cooperate fully with the Company, both during and after his
employment with the Company, with respect to the procurement, maintenance and enforcement of copyrights, patents and
other intellectual property rights (both in the United States and other countries) relating to Developments. The Executive shall
not be required to incur or pay any costs or expenses in connection with the rendering of such cooperation. The Executive
will sign all papers, including, without limitation, copyright applications, patent applications, declarations, oaths, formal
assignments, assignments of priority rights, and powers of attorney, and do all things that the Company may reasonably deem
necessary or desirable in order to protect its rights and interests in any Development.
(d)
The Executive further acknowledges and agrees that if the Company is unable, after reasonable
effort, to secure the Executive's signature on any such papers, any executive officer of the Company shall be entitled to
execute any such papers as the Executive's agent and attorney - in - fact, and the Executive hereby irrevocably designates and
appoints each executive officer of the Company as his agent and attorney - in - fact to execute any such papers on the
Executive's behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its
rights and interests in any Development, under the conditions described in this sentence.
14. Remedies . The Executive and the Company agree that the covenants contained in Sections 10, 11, 12 and 13 are
reasonable under the circumstances, and further agree that if in the opinion of any court of competent jurisdiction any such covenant is
not reasonable in any respect, such court will have the right, power and authority to sever or modify any provision or provisions of
such covenants as to the