EFTA01102103.pdf

From:IRON MOUNTAIN 10/26/2007 19:39 #293 P.037/060 MICROSOFT conteorunost ElatarnsE titoilteSCLOSURE anzettantet 1. As an employee of MICROSOFT CORPORATION, a Delaware corporation (*MICROSOFT"), ardIn cortrideratien of the compersatton now and hereattet paid to me, I will devote my best efforts b futherIng the but interests of LOCROSOFT. During my employment I WS not engage in any activity or investment (other than an Investment of less than .01% of te darn of a cornparry traded on registred stock exchange), that (a) conflicts wth MICROSOFT'S business Interests. induct:XI veifut TrIS any Ixtsiness =MY ml millenSaS by ets Alremerk oazpes my at so as to Interfere with the prow an:lacier" pe&enema of my Mee Ed MICROSOFT, or (c) Interlines with tie independent exercise of my judgment in MICROSOFT'S best Interests. As used herein, WCROSOFTS 'business' means he development, marketing and seaport of software for basket= and professional use, inckating operatog systems, Languages and appicdorts programIn veal as (soda ard hardware Ion the mancomputer marketpiace. 2. At al times ckring my empitifinen! and therm/fed tail ta Macs' to anyone outside MICROSOFTnit tad for any purpose other Can my work fa MICROSOFT a) any cutdental at proprietary Ili:tried, manitectutrd or Ciskbudon or other techricai or business intirmaten or trade secrets of MICROSOFT. Satin; eittiaut concepts, tedinkpies, protease; meted% systems. &Si^ circuits, cost data, computer grogams, !amnia', development or experimental work, work In prides', cusbrnera ard 'tipplers, b) arry bfamafion MICROSOFT has received torrid/era which MICROSOFT Is ctifgated b rat as confdenlat a' taxprietery or e) any cordidertd ct proprietary Intormaecn whichIs drcteated Can MICROSOFT via Rs kilemal mectroric mal system or otherwise. lug also not deckle arry confidential or proprietary information to anyone inside MICROSOFT except on a "need-to-knows bads. IT I lane any caestauts as to vota comprises such =Men* proprietary Irdormation or trade sacra, orb whom, t anyone, Inside Microsett, limey be &dosed, 1wit consurt with my manager at MICROSOFT. 3. twill make prompt and hi disclosure to MICROSOFT, wit ?rodd in trust for te sole benefit of MICROSOFT, and will assign «caste' ly »MICROSOFT al my fight, fitle, ard Interest In and to any and all tweneorts, ciacovedes, designs, dentine:cents, knuovemerits, cceanghtabie material, and trade seats (rotatively Pena 'Inventions, that I. solely odd*, may conceive, develop, or reduce to practice durfng the period of "molten In the employ of MICROSOFT. thereby waive 11M Cpitetilkil I, MICROSOFT any aril all alma of any marg whatsoeverlhat I now er hereafter may have for hlringenient of any patent reacting from any pant applicators for any hwentIOns so assigned to MICROSOFT. My obligation to assign shall not apply to any Invention about which I can prove that a) It was developed entirely on my twin lime; and b) no equipment supplies. taxilty, or trade secret Infomaten of MICROSOFT was used In Its devabanent and c) it does nitrate (I) erect& to the business of MICROSOFT or (a) b he &dim, or demortstrattyantcipated research or development of MICROSOFT; and d) it &es not result from aziymitatt peat byroe for MCROSOfi. I will assign to MICROSOFT or its designee al my right, title, and interest n ard b any and al "mentions full nee to which may be required b be Me United States by any contrad between MICROSOFT and the United States or any ot Its agencies. 4. I attached hereto a list descriang al knenteris banging to me and made byroe pried:my employment with MICROSOFT Dial I wish to have excited from this Agreement If re audn list Is attached, I represent that tens we na such twenTions If in the come of my employment at MICROSOFT, I use b or txontionate Min MICROSOFT product, gowns, or matine, an Invention owned by me or ii whim I have an itterast, MICROSOFT is hereby granted and shall have an excitants royalty-tee, knew:cable, worldwide license to make, have made. tse, end seil that irrnandon vAthout restriction as b the extent of my ownership or Interest 5. I will execrate any proper oath on verify any proper document in connection with carryfrd out the terms of eh Nreement it, because ot my mental or physical incapacity odor any other mason whatsoever, MICROSOFT is unable to stare my adman to apply bror to pursue any application fot any United Stales or »reign patent a copyright covered Inventions assipedbMCROSOFT as staled above, thereby irrevocably designate ard appoint MICROSOFT and its dtly authorized officers and agents as my agent and attorney n tack to act kr me and n my behalf and stead to execute and fie any such appecalions ard to do al otter lawfuly permitted actabluter the prosearton and Issuance of US. Ltd lon3ign patents and copyrights thereon with Its same legal fate and enact as ft executed by me. twit testify at MICROSOFT' request ard expense in any interference, litigation, on other legal proceeceng that may arise during or alter my employment 6. I recognize that MICROSOFT has reamed and wil receive confidential or protxletary Information from tind parties subject to a duly on MICROSOFT's part to maintain the confidentiality of such infortnaeon ard to use S only let certain Trilled purpases. Ouing the term of my employment and thereafter I owe MICROSOFT and such third parties a duty not to risdose such confider* or proprietary intamation ti anyone except as necessary in carrying out my work for MICROSOFT ard consistent with MICROSOFT'S agreement with such third party. I veie rot use EFTA01102103  From:IRON MOUNTAIN 10/26/2007 19:39 #293 P.O38/060 such information for the benefit of anyone ottc-, r MICROSOFT or such third patty, or h any Marv*, ortsistent with any agreement between MICROSOFT and suds third party of Mich I am made mart 7, During my employment at MICROSOFT I will not use Improperly or disclose any ccorderdEal or proprietary Intonation a trade secrets of my former or currant employers, principals, partners, co-osritaers, dawn customers, a suppeera of the venders a =anon of such persons of foibles and I wilt not bring onto the premises of MICROSOFT any ureatistied doarnent or any property belonging to any such persons a entities a their vendors or customers unless to persons a entities ha* given weal consent twill not vtally any non-cleloan a proprietary rights agreement I might have signed in connectkm with arty such person er arty. !Lied:nor/edge that my employment wit be of hiefintis dust= end tat fiber MICROSOFT a I et be free b banks* ha employment rale Sonship at w41 and at any time with a stelae eta I Sac acknowledge It SIT ThPfeeeregleni to the catetelY ere l-naufbofizee and void. udess contained in a formal vi ten emptyrrient contact ailed by an aker of Mame a Its Divas d Tradnhg and Personnel Administratiort I further acknovdedge that the terms and ordain of his Agreement di WAS lermhstan of my employment 9. Al the ems I leave the employ of MICROSOFT, twit return b MICROSOFT al mars, dramtgu nobs, memoranda, maruals, speciecations designs, devicee, documents, diskettes and byes, and any other madel eft err/ me& cantalring a cbdosing any conederdlal proprietary technical a Ix/sires, Informafen. I will also rani any Iceys, pass cords, benticallon cards cx other property belorigtrc to MICROSOFT. 10. For a period of one year after tennbaton of my employment I eel not exec( empkryment a engage h attunes &sob orb wity competitive %OM the business (as defined h paragraph 1 above) nth he acted a dernixtstably anicteded research a development of MICROSOFT as of my termination date. 11. Writ employed at MICROSOFT and for a period of one year toot the embalmof my emedoyment I MI not Induce a attempt to hEluente &ready a in:Erectly any Employee of MICROSOFT to termite Na employment with MICROSOFT a b work br me or anyone( person or entity. 12. I acknowledge that any violation of Ps Agreement by me MI cause Irreparable bitty to MICROSOFT. and MICROSOFT shall be entitled to extraortenary relief in court imitating. but not limited to, temporary restainitig orders, prefeinary biundions. and pemunent injunctions, without the necessity of posting bond or seakfty. 13. If court proceedings are required to enforce any provision or b remedy arty breach of this &serer( Vie Invalling PAY shall be entitled it an award of reasonable and necessary expenses of idgaSon, Incising reasoratie attorneys' lees. 14. I agree that tit Agreement that be governedloratperpnesbythe taws otthe-Stale ofVtastirtron'a s liddltaw ze9freile =tads to be performed within Washington by residents of Washington and had venue ix any action arisfrg out Otis Agreement Mae be properly bid in King County, Washington or in the Federal District Coat for the Western District of Washtigton. r cry provision of his Agreement shall be declared excessively broad, it shall be constued so as b afford MICROSOFT the madmum protedlon permissible by betaterry provision of he Agreement is void or is so declared, such provision shall be severed from ha Agreemert, which rnall °throbs remain hIA force and effect This Agreement sets lorth the entire Agreement of the parbes as to employment at MICROSOFT and any representafmns promises a Con bons in oonnection therewith not in writing and signed by both parties shall nal be bhding icon otter party. HAVING READ AND FULLY UNDERSTOOD THIS AGREEMENT. Int* signZed m ser a,. S4evoi 5;4o Nana (Print) • hventions listed on attached: Yes / No alc 4Z-Ar-'J MICROSOFT CORPORATION WITNESS II re/al emprrea I EFTA01102104