Employee Agreements Revisited

This is a great time of year to revisit your employee agreements and update them if necessary. Changes to employee agreements generally must be supported by consideration, and end of year bonuses, salary adjustments, and promotions provide consideration to allow the employer to amend the agreement with existing employees.

In reviewing your employee agreement, considering the following:

Confidentiality

No disclosure or use of CONFIDENTIAL INFORMATION

Return of Company property and CONFIDENTIAL INFORMATION upon

Authorize contact with subsequent employers

Access to Company Computers Systems and Data

Inventions

Prompt and full disclosure of (a) inventions and discoveries, (b) copyrightable works

Proper record keeping

Treatment of prior inventions

Agreement to assign coupled with current assignment

Authorization of company to file patent applications and execute documents if employee is unable or unwilling to do so.

Agreement to cooperate/assist

No challenge to Company IP

Proper record keeping

Treatment of prior inventions

Agreement to assign and current assignment

Agreement to cooperate/assist and execute additional documents

Authorization of company to file patent applications and execute documents if employee is unable or unwilling to do so.

No challenge to Company IP

Treatment of prior inventions

Employee Conduct

□ Non-solicitation

Non-compete

Non-disparagement

Representations and Warranties: (a) freedom to enter Agreement and fully perform; (b) no undisclosed conflicting obligations; (c) no breach of prior obligations; (d) no knowingly use third party IP

Standard Provisions

Not an employment agreement/employee at will

Not an employment agreement/employee at will

Severability

Non-Waiver

Breach by employer not a defense to or prerequisite to performance

Choice of laws

Choice of forum

Integration

Modification

Acknowledge read and understood agreement

Further acts and assurances

Successors and assigns

Remedies

Consent to injunctive relief

Adequate consideration

Voluntary execution

Opportunity to consult counsel

Counterparts