Sprint - Nextel 2013 Annual Report Download - page 241

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
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