Technology Assignment Agreement

This is a standard technology assignment agreement where a developer can assign intellectual property rights over a technology to a company in exchange for equity or cash. Download this technology assignment agreement for free.

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Technology Assignment Agreement: Key Legal Considerations

  • December 22, 2023
  • digitalpitakoppa

Technology Assignment Agreement: Everything You Need to Know

As technology continues to advance at an unprecedented rate, the need to protect intellectual property rights has become increasingly important. One of the key legal documents used in this regard is the technology assignment agreement. This agreement is a crucial tool for businesses and individuals looking to transfer ownership of technology and intellectual property. In this blog post, we will delve into the intricacies of technology assignment agreements and why they are essential in today`s tech-driven world.

What is a Technology Assignment Agreement?

A technology assignment agreement is a legal document that outlines the transfer of ownership of technology and intellectual property from one party to another. This agreement typically includes details of the technology being transferred, the rights and obligations of both parties, and any conditions or restrictions associated with the transfer.

Why Technology Assignment Agreements Important?

Technology assignment agreements are crucial for several reasons. Firstly, they provide clarity and legal certainty regarding the ownership and rights associated with a particular technology or intellectual property. This can help avoid disputes conflicts future.

Secondly, these agreements are essential for businesses looking to protect their proprietary technology and ensure that it remains their exclusive property. By formally transferring ownership through a technology assignment agreement, businesses can safeguard their intellectual property rights and prevent unauthorized use or exploitation by third parties.

Case Study: The Importance Technology Assignment Agreements

Key elements a technology assignment agreement.

When drafting a technology assignment agreement, it is important to include certain key elements to ensure that the transfer of technology and intellectual property is legally valid and enforceable. These elements may include:

  • Detailed description technology being transferred
  • Clear identification parties involved
  • Transfer ownership rights
  • Confidentiality provisions
  • Warranties representations
  • Remedies breach agreement

Technology assignment agreements play a crucial role in the protection and transfer of intellectual property rights. Whether you are a business looking to safeguard your proprietary technology or an individual seeking to transfer ownership of a valuable invention, a well-drafted technology assignment agreement is essential for ensuring legal clarity and certainty. By understanding the importance of these agreements and their key elements, you can effectively navigate the complex landscape of technology ownership and protection in today`s digital age.

Essential FAQs about Technology Assignment Agreements

Technology assignment agreement.

This Technology Assignment Agreement (the “Agreement”) is entered into as of [Date], by and between [Assignor Name] (“Assignor”) and [Assignee Name] (“Assignee”).

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Assignment Agreement Template

Updated February 1, 2024 Reviewed by Brooke Davis

An assignment agreement is a legal document that transfers rights, responsibilities, and benefits from one party (the “assignor”) to another (the “assignee”). You can use it to reassign debt, real estate, intellectual property, leases, insurance policies, and government contracts.

What Is an Assignment Agreement?

What to include in an assignment agreement, how to assign a contract, how to write an assignment agreement, assignment agreement sample.

trademark assignment agreement template

Partnership Interest

An assignment agreement effectively transfers the rights and obligations of a person or entity under an initial contract to another. The original party is the assignor, and the assignee takes on the contract’s duties and benefits.

It’s often a requirement to let the other party in the original deal know the contract is being transferred. It’s essential to create this form thoughtfully, as a poorly written assignment agreement may leave the assignor obligated to certain aspects of the deal.

The most common use of an assignment agreement occurs when the assignor no longer can or wants to continue with a contract. Instead of leaving the initial party or breaking the agreement, the assignor can transfer the contract to another individual or entity.

For example, imagine a small residential trash collection service plans to close its operations. Before it closes, the business brokers a deal to send its accounts to a curbside pickup company providing similar services. After notifying account holders, the latter company continues the service while receiving payment.

Create a thorough assignment agreement by including the following information:

  • Effective Date:  The document must indicate when the transfer of rights and obligations occurs.
  • Parties:  Include the full name and address of the assignor, assignee, and obligor (if required).
  • Assignment:  Provide details that identify the original contract being assigned.
  • Third-Party Approval: If the initial contract requires the approval of the obligor, note the date the approval was received.
  • Signatures:  Both parties must sign and date the printed assignment contract template once completed. If a notary is required, wait until you are in the presence of the official and present identification before signing. Failure to do so may result in having to redo the assignment contract.

Review the Contract Terms

Carefully review the terms of the existing contract. Some contracts may have specific provisions regarding assignment. Check for any restrictions or requirements related to assigning the contract.

Check for Anti-Assignment Clauses

Some contracts include anti-assignment clauses that prohibit or restrict the ability to assign the contract without the consent of the other party. If there’s such a clause, you may need the consent of the original parties to proceed.

Determine Assignability

Ensure that the contract is assignable. Some contracts, especially those involving personal services or unique skills, may not be assignable without the other party’s agreement.

Get Consent from the Other Party (if Required)

If the contract includes an anti-assignment clause or requires consent for assignment, seek written consent from the other party. This can often be done through a formal amendment to the contract.

Prepare an Assignment Agreement

Draft an assignment agreement that clearly outlines the transfer of rights and obligations from the assignor (the party assigning the contract) to the assignee (the party receiving the assignment). Include details such as the names of the parties, the effective date of the assignment, and the specific rights and obligations being transferred.

Include Original Contract Information

Attach a copy of the original contract or reference its key terms in the assignment agreement. This helps in clearly identifying the contract being assigned.

Execution of the Assignment Agreement

Both the assignor and assignee should sign the assignment agreement. Signatures should be notarized if required by the contract or local laws.

Notice to the Other Party

Provide notice of the assignment to the non-assigning party. This can be done formally through a letter or as specified in the contract.

File the Assignment

File the assignment agreement with the appropriate parties or entities as required. This may include filing with the original contracting party or relevant government authorities.

Communicate with Third Parties

Inform any relevant third parties, such as suppliers, customers, or service providers, about the assignment to ensure a smooth transition.

Keep Copies for Records

Keep copies of the assignment agreement, original contract, and any related communications for your records.

Here’s a list of steps on how to write an assignment agreement:

Step 1 – List the Assignor’s and Assignee’s Details

List all of the pertinent information regarding the parties involved in the transfer. This information includes their full names, addresses, phone numbers, and other relevant contact information.

This step clarifies who’s transferring the initial contract and who will take on its responsibilities.

Step 2 – Provide Original Contract Information

Describing and identifying the contract that is effectively being reassigned is essential. This step avoids any confusion after the transfer has been completed.

Step 3 – State the Consideration

Provide accurate information regarding the amount the assignee pays to assume the contract. This figure should include taxes and any relevant peripheral expenses. If the assignee will pay the consideration over a period, indicate the method and installments.

Step 4 – Provide Any Terms and Conditions

The terms and conditions of any agreement are crucial to a smooth transaction. You must cover issues such as dispute resolution, governing law, obligor approval, and any relevant clauses.

Step 5 – Obtain Signatures

Both parties must sign the agreement to ensure it is legally binding and that they have read and understood the contract. If a notary is required, wait to sign off in their presence.

Assignment Agreement Template

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Technology Transfer Agreements; Don’t Be an Amateur

It used to be that Olympic athletes competed only for the love of the game, unconcerned about professional and commercial success.  So too, it used to be that university professors and government researchers toiled in laboratories for the Common Good, unconcerned about the commercial success their discoveries and talents might yield.

Both of these situations have changed.  The Olympics have gone commercial and professional.  So have the labs.  Universities have discovered that endowments can grow as their own research evolves into a new drug, procedure or computer program.  The Federal Government has discovered that it can retain researchers while reaping more benefits from its grants by allowing the commercialization of discoveries it has paid for.

Maryland lawyers will likely have the opportunity to represent a client involved in the disposition of these discoveries due to the concentration in the region of governmental research facilities and research universities.  Thus, lawyers in the area should have a familiarity with the strategies and basics of handling these matters.

The principal means of allocating rights in discoveries is through a “Technology Transfer.”  While a “Tech Transfer” agreement can relate to any type of license or assignment of intellectual property among any parties, Tech Transfer agreements have become known as -- and this article discusses -- the type of agreement by which a university grants rights in its research to a commercial endeavor.  These agreements are the roadmap of how the discovery gets from the lab to the market.

A Tech Transfer agreement is like any other intellectual property assignment or license, but has a twist.  A “regular” assignment or license of a patent, copyright, trade secret or trademark generally considers only the parties involved.  However, a Tech Transfer must recognize outside interests.  If the Federal Government funded the research, which is a very common practice -- the Government must retain a license to use the technology.  Likewise, when a university exploits the intellectual property, it must consider the rights of the researcher and others at the university, as governed by policies the university probably has in place for all inventions and discoveries.

The Tech Transfer agreement must address the concerns of the university, the researcher, the Government and the entity taking the discoveries to market.  Issues to be resolved in a Tech Transfer agreement include who retains what rights in the discoveries, who directs the future direction of the research and, of course, who gets paid what amount.

The remainder of this article discusses issues a lawyer should address when confronted with a client -- whether a researcher, a university or a commercial entity involved in a Tech Transfer agreement.

First, a bit of history.

Although there has been a recent surge in technology and protection of intellectual property rights, making Tech Transfer agreements more commonplace, the concept of technology transfer is not new. Transferring technology between universities and industry has existed in the United States since at least the 1920’s, when a few universities were commercializing their discoveries.  Technology transfers became of interest in the late 1940’s, when the Manhattan Project proved the value of university research to national defense.  An influential 1945 report to the President titled “Science -- The Endless Frontier” championed the position that university research could be used as a catalyst for economic expansion by increasing the amount of technology available to industry.

The major reason for the current wave of “discovery commercialization” was the Patent and Trademark Law Amendments Act of 1980, or Bayh-Dole Act, which allowed for the transfer of technology between researchers and commercial entities.  The premise of this Act is that inventions created using federal funding should be licensed in a way that promotes their commercial development for the public benefit.  The Act accomplishes this goal primarily by allowing parties developing federally funded technology to retain patents in this research, while retaining in the government a right to use the invention.

Complying with Bayh-Dole

The Act applies to all inventions either conceived or reduced to practice using a federal grant for any portion of the funding. Since most university technology relies on some amount of government funding, applicable university policy must be consistent with the Bayh-Dole Act.

If a researcher using government funds creates an invention, the university must disclose the invention to the government within two months of the university becoming aware of the discovery.  The university then has two years to decide whether or not it wants to retain title to the invention.  If it chooses to retain title, the university must file a United States patent application within one year of this election, stating within the application that the Government has rights in the application.  Within ten months of the U.S. patent application, the university must indicate whether it wishes to file foreign patent applications.

Bayh-Dole also specifies that the university must grant the U.S. government a non-exclusive, irrevocable license to use the invention throughout the world on behalf of the U.S.  The university may license the patent to commercial entities, but the university must give preference to small businesses (less than 500 workers) where feasible, and licensees must substantially manufacture products based on the license in the United States (when feasible).  Generally, the university may not assign its entire right in the patent to a third party.

The government also retains control over assuring that the patent is used efficiently.  The patent-holding university is required to submit periodic patent efficiency reports to the government.  If the patent is not being used within a reasonable time or the use does not meet other guidelines, the government retains the right either to force the university to license a third party, or to take title of the patent itself.

Even with these constraints, Bayh-Dole has generally been deemed a success.  The Act has promoted a substantial transfer of technology from universities through the private sector to the public, with the result being a net benefit to the public.

What the agreement should say

As in any agreement, parties to a Tech Transfer agreement have divergent views of what makes an agreement beneficial to them.  The university/inventor would prefer to retain title to the discovery, license rights to use the discovery, and supply information and technical assistance (for a fee) to the user.  Conversely, the developer/user would prefer title to the invention to be assigned (not licensed) to it, with technical assistance at a minimum (or at least a minimum fee).

Any agreement would include basic contract principles as well as provisions respecting the various intellectual property concerns.  The agreement could be in the structure of an assignment, a license, or a joint venture. In any structure, the agreement should address the important provisions discussed below.

Be careful in the Recitals that unless it is certain a party owns all rights being transferred, such ownership is not stated definitively.  The phrase “Party A owns all patents” may be seen as a representation by party A or an admission by Party B, when in fact neither party intended such promise or admission.

The granting clause should clearly outline the intellectual property rights to be transferred.  Each patent, copyright, trade secret and trademark, should be addressed.  They can each be granted in different ways, or all in the same manner.  The section should address whether each aspect of IP is being assigned or licensed; whether the grant is exclusive or not (for licenses); the geographical areas covered; and whether there are limits on the type or quantity of the use that the grantee can make.

Payment for the grant can be a flat fee, or based on sales, production, or other measurable aspects of the deal.  Universities often receive advances which are later applied against a running royalty.  Royalty rates vary depending on the efficacy of the invention, the proposed market, the breadth of use allowed and any other portion of the agreement.  There is no “set” or “usual” rate.  Compensation can also be in the form of stock issued at the time of the transaction, or stock options.  The payment provisions should also consider who will pay the underlying inventor and who will pay the continuing fees for registering the patent and maintaining the registration.

In a license, the issue of quality control always arises.  Sometimes these provisions can be extensive in which the development must pass through a series of reviews with the university, with the opportunity for the university to suggest or demand revisions to the product.  Sometimes the university will let the developer run with the project with little or no oversight.

The grantor will always want to make as few representations and warranties as possible about the effectiveness and ownership of the technology.  The grantee will always want strong promises that the product will work as described and will not infringe on the rights of any third party.  Good negotiations determine where this issue is resolved.

Any agreement must focus on indemnification and allocation of risk.  Risk of loss always poses a prickly situation.  The invention developed by a researcher often is related to health or medicine.  If the product works properly, everyone benefits.  If the product malfunctions or does not work as expected, plaintiffs look for liability in what might have been a tragic accident.  It is not surprising that universities attempt to gain adequate assurances of protection -- either through confidence in the product, insurance, indemnification, disassociation from the product, or all of these.  Avoiding the risk of loss is one reason why the university might want to assign all rights out of its control, so the university cannot be said to have any connection with a product that later malfunctions.

In an exclusive license, the scope of performance is always an issue to the university.  The university must have some assurance that the licensee is working hard and making the most out of the rights.  Common methods to hold the licensee’s feet to the fire are minimum sales levels, minimum royalties, or adherence to a specified development or marketing plan.  Divergence from these goals can be a breach that would allow the university to find a new developer.  “Best efforts” clauses also work to some degree, but unless well-defined, they become less definite in measuring performance than a set threshold.

Because of ongoing development by the research team and the developer, confidentiality clauses are also essential to protect the secrecy of the technology being transferred, and all of the background information that may not be specifically transferred.  The degree of sensitivity of the technology dictates whether and how the parties must mark the information, where it must be stored, who can review it, and what employees and agents must sign separate confidentiality agreements.

The parties’ activities likely will advance the science already discovered, and the Tech Transfer agreement must address who retains the rights in any technology which evolves out of the progress.

Non-competition can also lead to serious discussions and the parties should determine how, if at all, they wish to limit the rights of either party to deal with third parties on similar technologies.

Both parties have to decide how personal the relationship is with the other side, and whether assignments and sub-licenses of the technology or the agreement itself is allowed.

When patents are involved, there are special considerations.  Be wary of extending royalty payments beyond the term of the underlying patent, charging royalties that unfairly discriminate against certain groups, inserting clauses that prohibit a licensee from challenging the validity of the underlying patent or attempting to extend the underlying patent to prohibit actions of the grantee beyond that allowable by patent law.  These actions may violate law and/or public policy.

Any agreement must also consider the international nature of the proposed use.  In the United States a patent can be applied for within a year of first disclosure; in other countries, however, the right to protection is usually lost if the disclosure is made before filing for the patent in that country.

While much of the technology transfer between universities and industry involves the transfer of high-tech intellectual property, this is not the entire technology transfer universe.  Trademarks can be licensed as the main item under consideration, or as the ancillary add-in to give stature to the final product.  This first type of trademark licensing does not pose much of an issue for the university; a university uses its marks, the marks become worthy of merchandising, and the university enters into licensing agreements with parties to produce licensed merchandise.  There is little risk of exposure for the university in this type of licensing arrangement.

The more sensitive area is where the grantee of patent rights wants to ride on the coat-tails of the university’s prestigious name and announce to the world that the rights came from the university.  Trademark law dictates that one cannot, without permission, use another’s name to show endorsement, sponsorship or affiliation.  Universities take great care in deciding which particular words a grantee may use to show the relationship between the parties.  Parties often fiercely negotiate whether, where and how a university’s name, logo and emblem can be used, and which precise words (“in connection with”, “affiliated with”, “endorsed by”, “with developments from”) most accurately reflect the true nature of the relationship between university and grantee.

Philosophical considerations

While the Bayh-Dole Act opened the door for commercial exploitation of university research, some would argue that there is no screen in place to keep the bugs out.  The practice of universities commercializing their research has been in place for the better part of the last century, although most academic researchers have until recently eschewed exclusivity in protecting the intellectual property rights inherent in their discoveries.  The psyche of an academic researcher has been to make their discoveries publicly known (“publish or perish” is their credo) or to use intellectual property law as a means of prohibiting third parties from creating a monopoly based on the discovery.  Some universities had policies discouraging professors from seeking patents or otherwise protecting the intellectual properties surrounding the professors’ discoveries.

Most universities’ perspectives on academic-commercial alliances have changed dramatically in the last few decades.  In the recent times of decreased research funding combined with increased pressure to expand departmental budgets, many academic institutions have turned to corporate ventures as a means of salving these problems.

The primary concern on the academic side has been that mixing commercialization with academic research will entice university researchers to abandon their core focus of searching for knowledge and focus instead only on commercially promising technology.  Universities believed corporate funds would “sully’ the hands of the institution.

Another concern of academics has been that the drive to commercialize products will lead researchers to restrict access to their research, and to withhold announcement of early discoveries until after a commercially feasible product has been developed (“Publish early and perish” could be the warning of those who want to withhold information).

A third concern is that industry backing will pressure researchers, either consciously or unconsciously, to report on research in a way that favors their sponsors.

Over the last few years, there have been several reports of undue influence upon research studies by the corporate backers of certain studies.  These have included allegations ranging from pressure to report positive results to pressure to falsify test data.  One company went so far as to bring a claim for defamation against researchers publishing a report unfavorable to the corporate product under examination.  Some corporations even structure Tech Transfer agreements to gain control over the release of unfavorable study reports, allowing the corporations to postpone such releases.

As with any discussion, this one has two sides.  Corporations have asserted that ventures between academic and commercial entities benefit the schools search.  Another position advanced by corporations is that corporate-academic relationships provide personal benefits to research professors, thus enticing them to stay at a university when they might otherwise leave for the private sector.  Corporations also believe that the interaction with industry allows universities to keep their fingers on the pulse of industry.  This allows schools to better prepare their students for life after graduation.

Corporations see as positive the influence of corporate money on the focus of university research. They say that the financial influence provides incentive to universities to focus on research that will be beneficial to society as opposed to esoteric research with little practical application.  This argument finds support in the premise of the Bayh-Dole Act.  By holding a stake in research, corporations have a vested interest in seeing inventions progress from the laboratory to the marketplace as quickly and efficiently as possible.

In grappling with these issues, universities and research facilities have gone to great lengths to set out policies and procedures for all of their Tech Transfer activities.  A lawyer dealing with these entities should be aware of the regulations and rules used by each entity.  Many of these guidelines are posted on the Internet, such as http://www.otc.umd.edu/ (University of Maryland Office of Technology Commercialization); http: //resource.ca.jhu.edu/˜ott/ Johns Hopkins University Office of Technology Transfer); http://www.umbc.edu/otd/ (University of Maryland, Baltimore County Office of Technology Development); and http://ott.od.nih.gov/ (National Institutes of Health (NIH) Office of Technology Transfer).

The proliferation of Tech Transfer agreements combined with the regional concentration of governmental research facilities and research universities make it increasingly likely that Maryland practitioners will come in contact with these agreements.  By becoming familiar with the issues particular to Tech Transfer agreements, a practitioner can move a client beyond the rank of amateur and can be seen as an olympic-class lawyer who is seemingly “Citius, Altus, Fortius” than the adversary.

Ned T. Himmelrich co-wrote this article with Jonathan M. Holda for The Maryland Bar Journal Volume XXXIV, Number 6, November/December 2001.

December 17, 2001

Himmelrich, Ned T.

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Assignment Agreement

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An assignment agreement is a contract that authorizes a person to transfer their rights, obligations, or interests in a contract or property to another person. It serves as a means for the assignor to delegate duties and advantages to a third party while the assignee assumes those privileges and obligations. This blog post will discuss assignment agreement, its purpose, essential elements, and implementation practices.

Key Functions of an Assignment Agreement

Below are some key functions of an assignment agreement.

  • Facilitating Clear Transfer of Rights and Obligations: Assignment agreement plays a vital role in diverse industries and business transactions by facilitating a transparent transfer of rights and obligations between parties. These agreements encompass intellectual property rights, contractual duties, asset ownership, and other legal entitlements. By clearly defining the assignment's scope and nature, both parties can ensure a smooth transition without any uncertainties.
  • Ensuring Protection of Interest: Another important objective of the assignment agreement is safeguarding the assignor and assignee's interests. These agreements provide a legal framework that protects the assignee's rights while relieving the assignor of responsibilities and liabilities associated with the assigned asset or contract. This protection ensures that neither party faces unexpected consequences or disputes during or after the assignment.
  • Outlining Consensus on Terms and Conditions : Assignments often involve intricate terms and conditions, necessitating mutual understanding between the assignor and assignee. Assignment agreement serves as binding documents that outline the assignment's terms and conditions, including payment terms, timelines, performance expectations, and specific requirements. By reaching a consensus on these details, both parties can minimize potential conflicts and align their expectations.
  • Complying with Legal Laws: Ensuring legal compliance and enforceability is an important objective of the assignment agreement. Also, it is prudent to create these documents according to the relevant rules, regulations, and industry requirements. By adhering to legal guidelines, the assignment agreement becomes a robust legal instrument that provides a solid foundation for potential legal action in case of breaches or disputes.
  • Maintaining Confidentiality and Non-Disclosure: Many assignments involve confidential information, proprietary knowledge, or trade secrets that require protection. An objective of the assignment agreement is to establish clear guidelines regarding the confidentiality and non-disclosure of such information. These guidelines define the scope of confidential information, specify restrictions on its use or disclosure, and outline the consequences of any breaches. By ensuring clarity in these aspects, the agreement protects the interests of both parties and fosters a sense of trust .

Best Practices for Crafting an Assignment Agreement

Assignment agreements are vital in different business transactions, transferring rights and obligations from one person to another. Whether it's a merger, acquisition, or contract assignment, implementing an assignment agreement needs thorough consideration and adherence to best practices to ensure a seamless and lawfully sound process. Below are some key practices to follow when implementing an assignment agreement.

  • Identifying the Parties Involved: The initial step in implementing an assignment agreement is to identify the parties participating in the assignment agreement. It is vital to accurately define the assignor, who will transfer the rights, and the assignee, who will receive them. The assignment agreement should include precise details of both parties' names and contact information.
  • Defining the Scope and Extent of Assignment: It is imperative to define the assignment's scope and extent clearly to prevent potential disputes or ambiguity in the future. It specifies the rights, benefits, and obligations transferred from the assignor to the assignee. In addition, specific details such as intellectual property rights, contractual obligations, and any relevant limitations or conditions should be explicitly outlined.
  • Reviewing and Understanding Existing Contracts or Agreements: Assignment agreements often transfer rights and obligations from preexisting contracts or agreements. It is essential to thoroughly review and comprehend these existing contracts to facilitate a seamless transfer. Identifying any provisions restricting or prohibiting assignment is important and should be addressed accordingly. Seeking legal advice is advisable to ensure compliance with contractual obligations.
  • Obtaining Consent from Relevant Parties: In some cases, obtaining consent from third parties directly affected by the transfer of rights and obligations may be necessary. Also, it is important to identify these parties and obtain their consent in writing if required. Failure to get permission may lead to legal complications and a potential breach of contract .
  • Crafting a Comprehensive Assignment Agreement: Upon collecting all relevant data, it is time to create a comprehensive assignment agreement. This agreement should utilize unambiguous language to define the rights and obligations transferred, specify the effective date of the assignment, and outline any other relevant terms and conditions. Engaging legal professionals specializing in contract law is highly recommended to ensure the agreement's legal validity and enforceability.
  • Seeking Legal Advice and Performing Review: It is important to seek legal advice and conduct a thorough review before finalizing the assignment agreement. Experienced attorneys can provide valuable insights, identify potential risks, and ensure compliance with applicable laws and regulations. The legal review helps minimize the likelihood of errors or oversights that could result in future disputes or legal challenges.
  • Executing and Recording the Assignment Agreement: Once the assignment agreement has been reviewed and approved, both parties should implement the document by signing it. Also, to enhance its enforceability, it is advisable to have the assignment agreement witnessed or notarized, depending on the jurisdiction's legal requirements. Additionally, maintaining a record of the executed contract is essential for future reference and as evidence of the assignment.
  • Communicating the Assignment: Effective communication of the assignment to all relevant parties is important after executing the assignment agreement. Stakeholders, such as employees, clients, suppliers, and contractors, should be notified about the transfer of rights and obligations. It ensures a smooth transition and minimizes potential disruptions or misunderstandings.
  • Documenting and Ensuring Compliance: Lastly, it is imperative to maintain proper documentation and ensure ongoing compliance with the assignment agreement's terms. Keeping copies of all relevant documents, including the assignment agreement, consent, and communications related to the assignment, is important. Regularly reviewing and monitoring compliance with the assignment agreement allows for prompt resolution of any issues and helps maintain a transparent and accountable process.

assignment of technology agreement

Key Terms for Assignment Agreements

  • Assignor: The individual or entity that transfers their rights, responsibilities, or interests to another party using an assignment agreement. And by doing so, the assignor relinquishes any claims and duties associated with the assigned property, contract, or legal entitlements.
  • Assignee: The individual or entity that receives the rights, interests, or obligations through an assignment agreement. The assignee assumes the transferred rights and responsibilities, essentially taking on the role of the assignor.
  • Obligor: Refers to the party bound by a duty or obligation under a contractual or legal agreement. In an assignment agreement, the obligor is the party whose performance or obligations are assigned to the assignee.
  • Assignable Rights: These are the specific rights or interests that can be transferred from the assignor to the assignee via an assignment agreement. These include intellectual property rights, contractual rights, real estate interests, royalties, and other lawful entitlements.
  • Consideration: The value or benefit exchanged between the parties in an assignment agreement. Also, consideration is commonly paid in monetary payment, goods, services, or promises. It represents what each party gains or sacrifices as part of the assignment.
  • Notice of Assignment: A formal written notification provided by the assignor to the obligor, serving as a communication of the assignment of rights, interests, or obligations to the assignee. This notice establishes the assignee's rights and enables the obligor to fulfill their duties to the correct party.

Final Thoughts on Assignment Agreements

In a nutshell, assignment agreement plays an important role in business transactions, allowing for transferring of rights, duties, and interests between parties. Moreover, by understanding these objectives and addressing them through well-drafted assignment agreement, businesses and individuals can engage in assignments with confidence and clarity. Also, since an assignment agreement includes several legal complexities, it is rational to consult a professional attorney who can guide you through the process.

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Employee proprietary information and inventions assignment agreements: what they do, and what could happen without them

The typical onboarding process for a new employee at nearly all companies in most industries includes a requirement for the employee to sign an agreement regarding confidentiality and ownership of inventions, copyrights and other intellectual property.  This article explains the purpose of such an agreement and consequences that result from a failure to have such agreements signed by each employee.

What is a PIIA?

The agreement goes by many names, but tech-savvy companies often refer to them as PIIAs (or ''Pee-as'' for short). PIIA is the acronym for the most common name for these agreements, ''proprietary information and invention assignment'' agreements.  The typical form of agreement addresses two main areas: confidentiality and ownership of intellectual property. 

The agreement requires that an employee maintain the employer's non-public and proprietary information confidential and contains language similar to what you would see in a non-disclosure agreement ( see more about non-disclosure agreements ). 

The agreement also requires that the employee agree that whatever the employee creates, discovers, develops or invents while employed with the company is owned by the company. Companies that are in the business of developing products or technology that are protectable by copyright (as is the case with most software companies) can rely on the work for hire doctrine under US copyright law, which automatically gives the employer ownership of copyrights in works of authorship ( eg , software, manuals and documentations) written or prepared by an employee within the scope of his/her employment. The work for hire doctrine, however, does not apply and ownership is not automatically vested in the employer in the case of other intellectual property rights, most notably in the case of patents (see our article providing an overview of  intellectual property rights and a more detailed discussion about  copyrights and  patents ). 

Therefore, the PIIA is the employee's agreement that everything created by the employee for the employer is owned by the employer, and if the employer needs the employee to do anything or sign any document to confirm that the employer owns all the rights in the intellectual property developments, the employee agrees in the PIIA to do so.

PIIAs will also often include non-solicitation clauses and, for those employees working in states where non-competition clauses are enforced, the agreement may also include a non-compete clause (see our article discussing  non-solicitation and non-competition clauses ).

Does the company really own everything the employee creates?

If an employee can show that he or she created intellectual property on their own time and without the use of any of the employer's facilities, equipment, supplies or trade secret information and if the intellectual property did not relate at the time of development to the employer's business or actual or anticipated research or development, then the employee would continue to own such intellectual property. 

In some states, such as California, Washington, Texas and Illinois, this exception is expressed in a statute that requires that the PIIA include a notice of the exception.  Such statutes favor the employer in that the burden of showing the exception applies is typically on the employee.

What happens if I don't have my employees sign PIIAs or if the PIIAs don't include all the bells and whistles?

Whenever a company goes through a financing, whether it is a seed round or an institutional VC round, or if the company is going to be acquired, the investors or acquirer will conduct due diligence. One of the issues that they will review is whether or not all the employees have signed PIIAs and whether or not those PIIAs require employees to assign to the company ownership of all intellectual property rights to developments created by the employee. Investors and acquirers want to make sure that the company owns its intellectual property, products and technology. 

Depending on where the company is in its lifecycle, the due diligence may focus on all employees, former and current, or it may just focus on the former and current employees that have been involved in research and development or engineering activities. (The failure of the company to obtain a PIIA from an employee strictly in an administrative capacity will generally not create a material issue). If due diligence identifies a problem with the PIIAs, or reveals that PIIAs were not signed, investors and acquirers may require that the company obtain signed PIIAs (or the equivalent) after the fact, which may necessitate the company having to pay the employees something in exchange for signing the agreement so that it is binding or, worse yet, give a former employee leverage to ask for something more. Giving someone leverage on the cusp of a financing or an acquisition may not end well for the company.

While PIIAs may seem like a routine document that is available from numerous online sources, it is essential that an employer have a form of PIIA that includes provisions that is enforceable and current and will withstand scrutiny from investor and acquirer's counsel. If you have questions about your form of PIIA, or if you want to make sure that you have forms of PIIA that will be enforceable for your employees wherever they may be located, within or outside the United States, please contact a member of our Technology, Data and Commercial practice .

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How to Draft an Invention Assignment Agreement

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Note: Want to skip the guide and go straight to the free templates? No problem - scroll to the bottom. Also note: This is not legal advice.

Introduction

In the fast-paced world of technology, an invention assignment agreement is a key document for any inventor, entrepreneur or business owner. It provides legal protection and ensures that inventors receive a fair return on their inventions. But what exactly is an invention assignment agreement and why do entrepreneurs and business owners need one?

An invention assignment agreement is a legally binding contract that assigns ownership of an invention to another party, such as an employer or investor. The Agreement outlines the inventor’s rights and duties with regards to the use of their intellectual property while protecting them from theft or infringement by other parties. Furthermore, it clearly outlines payment terms, including any royalties or bonuses due to the inventor for their work. Having an Invention Assignment Agreement in place grants inventors peace of mind that their hard work will be rewarded fairly - something which can be invaluable when trying to succeed in the competitive technological landscape.

Business owners too should understand the importance of having a well-drafted Invention Assignment Agreement at hand as it can provide assurance that investments are adequately protected and secure from intellectual property theft. This can be crucial for entrepreneurs wanting to ensure long-term business success without facing costly legal disputes further down the line.

For anyone needing assistance creating an Invention Assignment Agreement, Genie AI offers a comprehensive resource to help you get started with drafting your own legally binding documents - all without paying a lawyer! Genie AI’s open source legal template library harnesses millions of data points to show you what constitutes market standard agreements; allowing users to customize high quality documents in minutes – saving both time and money! Our step-by-step guidance provides all the information needed on how to access our library today so you can get your project off to a strong start - all without needing a Genie AI account! So if you’re looking for reliable advice on how best tackle your next big venture - read on!

Definitions (feel free to skip)

Scope of Assignment – The range and limits of what is being assigned. Inventor – The person who creates or discovers something new. Assignee – The person or organization to whom something is assigned. Trade Secret – Information not generally known that gives a business an advantage over its competitors. Patent Application – A request to the government for permission to make, use, or sell an invention. Trademark – A distinctive word, phrase, symbol, or design used to identify a product or service. Copyright – A legal right that grants the creator of an original work exclusive rights to its use and distribution. Description of Invention – A detailed explanation of the features and functions of an invention. Rights of Assignment – The rights given to the assignee, such as the right to use, manufacture, reproduce, or sell the invention. Payment Terms – The amount and timing of payments made as part of the assignment. Confidentiality Clause – A clause that prohibits the assignee from disclosing any confidential information relating to the invention. Warranties – A guarantee that the inventor has the legal right to assign the invention to the assignee. Disclaimers – A statement that denies or limits a party’s legal responsibility. Legal Remedies – Ways of seeking legal enforcement of a contract, such as money damages or injunctive relief. Duration – The length of time that the agreement is in effect. Termination – The ending of the agreement. Notices – Written communication from one party to another. Dispute Resolution – The process of settling a disagreement between two parties. Governing Law – The set of laws that applies to a particular agreement. Jurisdiction – The authority of a court or other legal body to interpret and enforce the law. Sign and Date – To physically write one’s name and the date on a document to show agreement.

Define the scope of the assignment

Identify the inventor and assignee, draft a description of the invention, establish agreement on the assignment of rights to the assignee, set payment terms, include a confidentiality clause, include warranties and disclaimers, specify legal remedies, address duration and termination of the agreement, outline requirements for notices, including dispute resolution, clarify governing law and jurisdiction, sign and date the agreement, make copies of the agreement for each party, get started.

  • Determine what invention is being assigned
  • Identify who the inventor and assignee are
  • Outline the scope of the assignment and what rights the assignee will be granted
  • Specify the geographical area where the invention will be used
  • Draft language for the assignment that includes the scope and rights of the assignee
  • Review the language with both the inventor and assignee to make sure that everyone is in agreement

When you can check this off your list: When you have drafted the language for the assignment and both the inventor and assignee have reviewed and agreed to the language.

  • Find out who the inventor is, and who the assignee (the person or company receiving the assignment) is
  • Make sure the inventor and assignee are clearly identified in the agreement
  • When the inventor and assignee have been clearly identified, you can move on to the next step of drafting a description of the invention.
  • Include a detailed description of the invention, including relevant drawings, diagrams, and other relevant materials.
  • Differentiate the invention from prior art if applicable.
  • Identify the patent application number and filing date if the invention is already filed.
  • If there is more than one inventor, make sure all inventors have agreed to the assignment.
  • When the description is complete, you should have a clear understanding of the invention, who owns it and what is being assigned.

Once the description of the invention is complete, you can move on to the next step of establishing agreement on the assignment of rights to the assignee.

  • Draft a clear agreement specifying the rights being assigned to the assignee
  • Include details such as the scope of the rights, the geographic region and term of the assignment
  • Make sure the assignee is aware that the invention must be kept confidential
  • Include a clause which states that the assignee will not attempt to register the invention in any other country
  • Add a clause that the assignor will defend any claims made against the assignee in relation to the invention
  • Have both parties sign the agreement

You will know you are done with this step when you have completed the agreement, both parties have signed it, and the assignor and assignee have a copy of the agreement.

  • Determine the payment method for the assignor in exchange for assigning the rights.
  • Agree on a total sum for the payment or a payment plan.
  • Include payment details in the agreement, such as the date of payment and any interest rates or fees.
  • Have both the assignor and assignee sign off on the payment terms.

When this step is complete, the payment terms in the agreement should be agreed upon and documented in the agreement.

  • Explain what a confidentiality clause is and why it’s important
  • Identify the parties to the agreement, and include a definition and scope of confidential information
  • Set out the duration of the confidentiality obligation
  • Specify the permitted uses of confidential information
  • Outline the remedies available to the parties in the event of a breach
  • Include a clause permitting the parties to disclose confidential information to their advisors
  • When complete, the confidentiality clause should provide a legally binding agreement between the parties that protects the confidential information disclosed
  • When done, you can check this off your list and move on to the next step which is to include warranties and disclaimers.
  • Include a clause in the agreement that states the assignor warrants that it owns the invention and has the right to assign it to the assignee
  • Include a clause that the assignor has not previously assigned the invention to anyone else
  • Include a clause that the assignor has not made any other agreement regarding the invention that would conflict with the assignment
  • Include a disclaimer that the assignee is not receiving any implied warranties or guaranties with the assignment
  • Include a clause that the assignor will indemnify the assignee in the event of any third-party claims
  • Once you have included these warranties and disclaimers in the agreement, you can check this step off your list and move on to specifying legal remedies.
  • Identify the legal remedies that each party would have if the other party breaches the agreement
  • Consider what remedies are available in your jurisdiction and which are most appropriate for the situation
  • Include remedies such as specific performance, liquidated damages, or other equitable relief
  • Specify that the non-breaching party shall be able to seek all available remedies, including but not limited to damages and/or injunctive relief
  • Indicate that the non-breaching party shall be entitled to recover all costs, including attorney fees, incurred in enforcing the agreement
  • When complete, you can proceed to the next step, which is addressing duration and termination of the agreement.
  • Determine the effective date of the agreement.
  • Decide the duration of the agreement, including any applicable renewal options.
  • Specify the circumstances under which the agreement can be terminated.
  • Include provisions for either party to terminate the agreement with a certain amount of notice.
  • Outline a timeline for any payments that need to be made upon termination.

Once you have determined the effective date, duration, termination, notice and payment requirements, you can check this step off your list and move on to the next step of outlining requirements for notices, including dispute resolution.

  • Identify the parties to the agreement and their contact information
  • Specify who will send and receive notices
  • Outline the process for dispute resolution (e.g. arbitration, litigation)
  • Establish a timeframe for notices to be sent and received
  • Include language about compliance with applicable laws
  • Include a clause that allows the parties to modify or amend the agreement
  • Include a clause that allows the parties to assign their rights and obligations
  • When complete, review the agreement and make sure it is legally sound
  • When complete, sign and date the agreement
  • When complete, get the agreement notarized, if required
  • Identify the governing law of the agreement and the jurisdiction in which it will be interpreted and enforced
  • Include the applicable state or country’s laws into the agreement
  • Specify the court or other dispute resolution forum where any dispute or claim arising out of the agreement can be litigated
  • Confirm that both parties agree to be bound by the governing law and jurisdiction chosen
  • Once the governing law and jurisdiction is clarified, you can move on to the next step: signing and dating the agreement.
  • Have both parties sign the agreement and include the date
  • Make sure both parties include a witness to the agreement
  • Have each party keep a copy of the signed agreement
  • When done, you can check this off your list and move on to making copies of the agreement for each party.
  • Ensure you have enough copies of the agreement for all parties
  • Make sure to print out all copies of the agreement
  • Make sure to provide copies for all parties to the agreement
  • Once all parties to the agreement have a copy, you can check this off your list and move on to the next step.

Q: What are the differences between a US, UK and EU Invention Assignment Agreement?

Asked by Abigail on June 5th 2022. A: An Invention Assignment Agreement is an agreement between two parties, typically an employer and an employee, whereby the employee assigns all rights in any invention made during the course of their employment to the employer. The differences between US, UK and EU Invention Assignment Agreements mainly come down to the laws of the particular jurisdiction where the agreement is being used. US laws on invention assignment agreements are found in Title 35 of the United States Code, which covers patent law. In the UK, patent law is covered by The Patents Act 1977, while in the EU it is covered by Regulation (EU) No 1257/2012. Each jurisdiction will have different requirements for an Invention Assignment Agreement, so it is important to ensure that you are familiar with the laws of your jurisdiction when drafting an agreement.

Example dispute

Suing a company for breach of an invention assignment agreement.

  • Plaintiff should be able to provide evidence of the invention assignment agreement between the parties, as well as any other relevant documents and communications.
  • Plaintiff should be able to demonstrate that the terms of the agreement have been breached, e.g. by showing that the defendant has failed to pay royalties or has used the invention without permission.
  • Plaintiff may be able to request an injunction against the defendant, requiring them to stop using the invention and/or pay back royalties.
  • Plaintiff may be able to claim damages for any losses suffered as a result of the breach, for example, lost profits or other financial harm.
  • Plaintiff may be able to negotiate a settlement including a payment from the defendant in exchange for dropping the suit.

Templates available (free to use)

Confidential Information And Invention Assignment Agreement Confidentiality And Invention Assignment Agreement Employee Invention Assignment Agreement Invention Assignment Agreement

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FREE 10+ Technology Assignment Agreement Samples in MS Word | Google Docs | Pages | PDF

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10+ Technology Assignment Agreement Samples

Technology Assignment is an essential tool not just for businesses but also for educational or institutional technological needs. This is a standard technology assignment agreement where a developer can assign intellectual property rights over a technology to a company in exchange for equity or cash. This could also be the usage of technology in doing school or work tasks that could undeniably, make work easier and more convenient. In making this, a Technology Assignment Agreement must be made available and accessible. Looking into the suggested Technology Assignment templates stated below are very much recommendable for you. You will not only make use of these sample templates but also gain information on how to make it with the data that you need to include.

Technology Assignment Agreement

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technology assignment agreement template

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information technology assignment agreement

Size: 151 KB

online technology assignment agreement

Size: 55 KB

technology laptop assignment agreement

Size: 125 KB

technology equipment user assignment agreement

Size: 41 KB

technology staff assignment agreement

Size: 180 KB

engineering technology assignment agreement

Size: 385 KB

student technology assignment agreement

Size: 397 KB

technology tranfer assignment agreement

Size: 331 KB

technology mobility assignment agreement

Size: 39 KB

We are living in the 21 st  century and the word “Technology” is not new for us. It has greatly changed the way our forefathers used to live. It affects our lifestyle in many ways, like choosing between modes of travelling to ways of shopping, it helps us making informed decisions in different kinds of situations. When we are short on time, we choose to travel by air mostly and when we don`t have cash, we prefer shopping from malls that offer credit card facilities.

While technology has made a huge impact on our living style, the education sector has also been influenced by modern technology to a great extent. Gone are the days when teachers used to come to class, wrote lessons on blackboard, and mostly delivered the lectures verbally, which was of very little use, as students could not understand almost half of the lecture. But now, using up-to-the-minute technological advancements, education has become easy.

Small discrepancies in an organization can bring about large amounts of uncertainty.  Modern spreadsheets like Excel, with its hundreds of computational formulas, help ensure accuracy. Accounting programs allow you to accurately keep inventory, make and record sales, manage and pay bills, and handle payroll. Now, data can be regularly maintained in a software program and keep detailed records without errors.

Whatever product or service you provide, you need to compete. Your competitors use technology, so you need to as well. Having the latest technology allows your company to stay competitive and provide the best quality service or products as possible.

Technology has given us a level of communication never seen before. We can literally connect with any one of our employees, leaders, and co-workers anytime, anywhere. The influx of new technology in the workplace has affected how employees communicate, collaborate and work more efficiently. In fact, with many employees believing that face-to-face meetings will be obsolete soon, the norms of office communication could be the next major change impacting the workplace.

Used to support both teaching and learning, technology infuses classrooms with digital learning tools, such as computers and hand held devices; expands course offerings, experiences, and learning materials; supports learning 24 hours a day, 7 days a week; builds 21st century skills; increases student engagement and critical thinking.

Communications technologies.

Office productivity.

Record keeping and retrieval.

Internet and search.

Analytics and new decision structures.

Automation, robotics and future factories.

Adoption of virtual and augmented reality.

Technology, which brings together tools to promote development, use and information exchange, has as its main objective of making tasks easier and the solving of many problems of mankind. The development of new technologies helps to save lives; it improves work and makes the world better.

The making of this Technology Assignment could never be easy when you have little to no knowledge on how to make this, or even no realization and internalization of the importance of these agreements. Making use of these sample templates given above would help you do great in addressing your project and template needs.

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Business-in-a-Box's Technology Assignment Agreement Template

Technology Assignment Agreement Template

Document description.

This technology assignment agreement template has 3 pages and is a MS Word file type listed under our software & technology documents.

Sample of our technology assignment agreement template:

TECHNOLOGY ASSIGNMENT AGREEMENT This Technology Assignment Agreement (the �Agreement�) is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "Company"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [DEVELOPER NAME] (the "Developer"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] NOW, THEREFORE, in consideration of the promises and agreements set forth herein, the receipt and sufficienc

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Technology Assignment Agreement

Published by TemplateGuru Admin on January 1, 2018

About this template:

This particular legal document or agreement of assignment is used to assist in articulating the terms of a technology agreement. To access more legal documents and to assist with other legal issues click here https://www.templateguru.co.za/templates/legal/

TECHNOLOGY ASSIGNMENT AGREEMENT This Technology Assignment Agreement (the Agreement) is made and effective [DATE] BETWEEN: [YOUR COMPANY NAME] (the Company) a company organized and existing under the laws of the [COUNTRY] with its head office located at: [YOUR COMPLETE ADDRESS] AND: [DEVELOPER NAME] (the Developer) a company organized and existing under the laws of the [COUNTRY] with its head office located at: [COMPLETE ADDRESS]

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  • January 1, 2018 Create Date
  • January 1, 2018 Last Updated
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  1. Technology Assignment Agreement Form

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  3. 14+ Free Editable Assignment Agreement Templates in MS Word [DOC

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  4. Technology Partnership Agreement Template

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  6. 8+ SAMPLE Technology Assignment Agreement in PDF

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COMMENTS

  1. Technology Assignment Agreement

    Technology Assignment Agreement Startup Law Resources Business Operations Intellectual Property This is a standard technology assignment agreement where a developer can assign intellectual property rights over a technology to a company in exchange for equity or cash. Download this technology assignment agreement for free. Share this document

  2. Technology Assignment Agreement: Definition & Sample

    A technology assignment agreement is a legal contract between two parties in which one party assigns ownership of an asset or items to another party. Technology assignment agreements must be in place before hiring a freelancer or independent contractor.

  3. Technology Assignment Agreement Sample Contracts

    This Technology Assignment Agreement (the "Agreement") is effective as of the Effective Date and is by and between Dow Global Technologies Inc. and The Dow Chemical Company (hereinafter both are referred to as "Dow"), both Delaware corporations having their principal offices at either 2040 Dow Center, Midland, MI, 48674 USA or 2030 Dow ...

  4. Technology transfer agreements: Assignments of intellectual property

    The technology assignment agreement involves a party, called assignor, that transfers full ownership of the industrial property right for consideration to another party, called assignee.

  5. TECHNOLOGY ASSIGNMENT AGREEMENT

    Assignors collectively and individually and warrants to the Assignee that the collectively that: (i) is the sole owner of all rights, title and interest in the non-public Intellectual Property and the Technology assigned, (ii) has not assigned, transferred, licensed, pledged or otherwise encumbered any Intellectual Property or the Technology cre...

  6. Technology Agreement: Definition & Sample

    A technology agreement, sometimes called a technology service agreement, is a legal document usually used between a company and a technology service provider to outline the rights and responsibilities of both parties as they enter into a business relationship.

  7. Template Technology Assignment Agreement (Genie AI)

    The Technology Assignment Agreement (Genie AI) is a legal template that outlines the transfer of intellectual property rights associated with technological advancements developed by Genie AI, ensuring proper ownership and protection of the technology.

  8. Technology Assignment Agreement: Key Legal Considerations

    A technology assignment agreement is a legal document that outlines the transfer of ownership of technology and intellectual property from one party to another. This agreement typically includes details of the technology being transferred, the rights and obligations of both parties, and any conditions or restrictions associated with the transfer.

  9. Free Assignment Agreement Template

    An assignment agreement is a legal document that transfers rights, responsibilities, and benefits from one party (the "assignor") to another (the "assignee"). You can use it to reassign debt, real estate, intellectual property, leases, insurance policies, and government contracts. Table of Contents By Type What Is an Assignment Agreement?

  10. Technology Transfer Agreements; Don't Be an Amateur

    These agreements are the roadmap of how the discovery gets from the lab to the market. A Tech Transfer agreement is like any other intellectual property assignment or license, but has a twist. A "regular" assignment or license of a patent, copyright, trade secret or trademark generally considers only the parties involved.

  11. 8+ SAMPLE Technology Assignment Agreement in PDF

    8+ SAMPLE Technology Assignment Agreement in PDF. Rating : Technology Assignment is an indispensable resource not only for business but also for educational and institutional technology requirements. This is a conventional technology assignment agreement in which a developer can transfer intellectual property rights to a corporation in exchange ...

  12. PDF Technology Assignment Agreement

    Assignor hereby represents, warrants and covenants to the Company and its successors and assigns that (i) no assignment, grant, option, mortgage, license or other agreement affecting the Technology has been made to others by Assignor and that full right to convey the same as expressed herein is possessed by Assignor, (ii) Assignor has not violat...

  13. Assignment Agreement: What You Need to Know

    An assignment agreement is a contract that authorizes a person to transfer their rights, obligations, or interests in a contract or property to another person. It serves as a means for the assignor to delegate duties and advantages to a third party while the assignee assumes those privileges and obligations.

  14. Employee proprietary information and inventions assignment agreements

    The agreement goes by many names, but tech-savvy companies often refer to them as PIIAs (or ''Pee-as'' for short). PIIA is the acronym for the most common name for these agreements, ''proprietary information and invention assignment'' agreements.

  15. How to Draft an Invention Assignment Agreement

    An invention assignment agreement is a legally binding contract that assigns ownership of an invention to another party, such as an employer or investor. The Agreement outlines the inventor's rights and duties with regards to the use of their intellectual property while protecting them from theft or infringement by other parties.

  16. Assignment of Technology Agreement Sample Clauses

    Related to Assignment of Technology Agreement. Assignment of Patents Seller hereby sells, assigns, transfers and conveys to Purchaser all right, title and interest in and to the Assigned Patent Rights and at Closing will provide Purchaser with the Executed Assignment for the Assigned Patent Rights.. License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to ...

  17. Assignment of Technology Sample Clauses

    Each Party, for itself and on behalf of its Affiliates, hereby assigns (and to the extent such assignment can only be made in the future, hereby agrees to assign), to the other Party (i) any Technology that is solely owned by such other Party under this Section 6.2, and (ii) a joint and undivided interest in and to all Joint IP.

  18. FREE 10+ Technology Assignment Agreement Samples in MS Word

    10+ Technology Assignment Agreement Samples. Technology Assignment is an essential tool not just for businesses but also for educational or institutional technological needs. This is a standard technology assignment agreement where a developer can assign intellectual property rights over a technology to a company in exchange for equity or cash.

  19. Technology Assignment Agreement Template

    TECHNOLOGY ASSIGNMENT AGREEMENT This Technology Assignment Agreement (the Agreement ) is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "Company"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [DEVELOPER NAME] (the ...

  20. Technology Assignment Agreement

    TECHNOLOGY ASSIGNMENT AGREEMENT This Technology Assignment Agreement (the Agreement) is made and effective [DATE] BETWEEN: [YOUR COMPANY NAME] (the Company) a company organized and existing under the laws of the [COUNTRY] with its head office located at: [YOUR COMPLETE ADDRESS] AND: [DEVELOPER NAME] (the Developer) a company organized and ...

  21. Contract Assignment Agreement Template: Free & Ready to Fill Out

    A contract assignment agreement is a binding document between two parties that sets out the terms of the assignment of a contract. It is typically used when one party wishes to assign their rights, responsibilities, obligations, and benefits under a contract to another party. Use this contract assignment agreement template to create a binding ...

  22. Assignment and Assumption of Technology Agreements Sample Clauses

    Related to Assignment and Assumption of Technology Agreements. Assignment and Assumption Agreement The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption Agreement, together with a processing and recordation fee of $3,500, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an administrative questionnaire ...

  23. TECHNOLOGY ASSIGNMENT AGREEMENT AND AMENDMENT

    Assignment of the Licensed Technology and Termination of AD/ADD License Agreement: 2.1 In consideration of the covenants on the part of Forbes contained herein, and subject to the Conditions Precedent set out in Article 2.0, UBC will on the Closing Date: (a)