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PROPRIETARY INFORMATION, CONFIDENTIALITY AND INVENTIONS AGREEMENT

Confidentiality Agreement

PROPRIETARY INFORMATION, CONFIDENTIALITY AND INVENTIONS AGREEMENT | Document Parties: HITTITE MICROWAVE CORP You are currently viewing:
This Confidentiality Agreement involves

HITTITE MICROWAVE CORP

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Title: PROPRIETARY INFORMATION, CONFIDENTIALITY AND INVENTIONS AGREEMENT
Date: 5/5/2005

PROPRIETARY INFORMATION, CONFIDENTIALITY AND INVENTIONS AGREEMENT, Parties: hittite microwave corp
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                                                                 Exhibit 10.21

 

 

 

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        PROPRIETARY INFORMATION, CONFIDENTIALITY AND INVENTIONS AGREEMENT

 

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To:       HITTITE MICROWAVE CORPORATION

         12 Elizabeth Drive

         Chelmsford, Massachusetts 01824          As of March 1, 2001

 

         I, the undersigned, in consideration of and as a condition of my

employment by Hittite Microwave Corporation (the "Company"), and for other good

and valuable consideration, the receipt and sufficiency of which is hereby

acknowledged, hereby agree as follows:

 

         1. CONFIDENTIALITY. I agree to keep confidential, except as the Company

may otherwise consent in writing, and, as may be necessary in the ordinary

course of performing my duties to the Company, not to disclose or make any use

of at any time either during or subsequent to my employment, any Inventions (as

hereinafter defined), trade secrets, confidential information, knowledge, data

or other information of the Company relating to products, processes, know-how,

designs, formulas, test data, customer lists, business plans, marketing plans

and strategies, pricing strategies, or other subject matter pertaining to any

business of the Company or any of its affiliates or confidential or proprietary

information of any third parties subject to a duty on the part of the Company to

maintain the confidentiality of such information, which I may produce, obtain,

or otherwise acquire during the course of my employment, except as herein

provided. I further agree not to deliver, reproduce or in any way allow any such

trade secrets, confidential information, knowledge, data or other information or

any documentation relating thereto, to be delivered to or used by any third

parties without specific direction or consent of a duly authorized

representative of the Company.

 

         2. CONFLICTING EMPLOYMENT; RETURN OF CONFIDENTIAL MATERIAL. I agree

that during my employment with the Company I will not engage in any other

employment, occupation, consulting or other activity relating to the business in

which the Company is now or may hereafter become engaged, or which would

otherwise conflict with my obligations to the Company. In the event my

employment with the Company terminates for any reason whatsoever, I agree to

promptly surrender and deliver to the Company all records, materials, equipment,

drawings, documents and data which I may obtain or produce during the course of

my employment, and I further agree that I will not take with me any description

containing or pertaining to any confidential information, knowledge or data of

the Company which I may produce or obtain during the course of my employment.

 

         3. ASSIGNMENT OF INVENTIONS.

 

         3.1 I hereby acknowledge and agree that the Company is the owner of all

Inventions (as hereinafter defined). In order to protect the Company's rights to

such Inventions, by executing this Agreement I hereby irrevocably assign to the

Company all my right, title and interest in and to all Inventions.

 

         3.2 For purposes of this Agreement, "Inventions" shall mean all

discoveries, processes, designs, technologies, devices, or improvements in any

of the foregoing or other

 

 

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ideas, whether or not patentable and whether or not reduced to practice, made or

conceived by me (whether solely or jointly with others) during the period of my

employment with the Company which relate in any manner to the actual or

demonstrably anticipated business, work, or research and development of the

Company, or result from or are suggested by any tasks assigned to me or any work

performed by me for or on behalf of the Company.

 

         3.3 Any discovery, process, design, technology, device, or improvement

in any of the foregoing or other ideas, whether or not patentable and whether or

not reduced to practice, made or conceived by me (whether solely or jointly with

others) which I develop entirely on my own time not using any of the Company's

equipment, supplies, facilities, or trade secret information ("Personal

Invention") is excluded from this Agreement provided such Personal Invention (a)

does not relate to the actual or demonstrably anticipated business, research and

development of the Company; and (b) does not result, directly or indirectly,

from any work performed by me for the Company.

 

         4. DISCLOSURE OF INVENTIONS. I agree that in connection with any

Invention, I will promptly disclose such Invention to my immediate superior at

the Company in order to permit the Company to enforce its property rights to

such Invention in accordance with this Agreement. My disclosure shall be

received in confidence by the Company.

 

         5. PATENTS AND COPYRIGHTS: EXECUTION OF DOCUMENTS.

 

         5.1 Upon request, I agree to assist the Company or its nominee (at its

expense) during and at a


 
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