Exhibit 10.1 INNOVATION, PROPRIETARY INFORMATION AND CONFIDENTIALITY AGREEMENT As a condition of becoming employed or retained as a consultant by Xcorporeal, Inc., a Delaware corporation (together with any of its current or future affiliates, successors or assigns, collectively, the “Company”), and in consideration of my employment or consulting relationship with the Company and my receipt of the compensation paid to me by the Company, I agree to the following: Recitals A. The Company is dedicated to a policy of exerting a significant influence in its chosen fields through technical innovation and creative administration and marketing. The competitive success of this policy depends to a large extent on the Company’s ability to maintain a free flow of pertinent information among its employees and consultants. B. All key employees and consultants are required to sign this standard Agreement, under which: (i) requirements are specified for avoiding conflicting outside activities while associated with the Company, (ii) the Company is assured of disclosure of, and exclusive rights to, my inventions, ideas and works which relate to Company business, and (iii) the Company is protected against unauthorized disclosure of confidential information of the Company or other persons and against retention of Company records. Agreement 1. Confidential Information. (a) I agree at all times during the term of my relationship with the Company and thereafter, to hold in strictest confidence, and not to (i) use, except for the benefit of the Company, (ii) disclose to any person or entity without written authorization of the Board of Directors of the Company, or (iii) make copies of, except as authorized by Company, any of the following: confidential or proprietary information, inventions, trade secrets, know-how, theories, research, data, plans, products, services, suppliers, customers, prices, costs, markets, software, hardware, developments, improvements, processes, formulas, methods, technology, machines, apparatus, designs, drawings, engineering, configurations, laboratory notebooks, licenses, finances, budgets or projections, directly or indirectly created, conceived, invented, made, discovered, developed, worked on, learned by or disclosed to me during the course of my relationship with the Company, either orally, in writing, or by observation, whether or not during working hours (all of the foregoing, collectively, “Confidential Information”). (b) Confidential Information includes, but is not limited to, information pertaining to any aspect of the Company’s business or any use or application arising out of or relating to any: (i) portable or continuous dialysis method or device, specifically including any wearable artificial kidney, or related device, (ii) portable or continuous ultra-filtration method or device, specifically including any congestive heart failure device, or related device, (iii) device, method or treatment for kidney failure or congestive heart failure, (iv) “Technology” or “Licensed Product” as defined in the Company’s September 1, 2006 License Agreement, or (v) 1
medical device, treatment or method substantially similar in functionality to any of the foregoing; (all of the foregoing, collectively, the “Products”). (c) Confidential Information does not include any information that is publicly and widely known and made generally available through no wrongful act of mine or of others who were under confidentiality obligations. In these regards, although certain information or technology may be generally known in the relevant industry, the fact that the Company uses same, and how the Compan