Legal Forms found on the internet as a free service for edocr users. Please note this is not to be considered legal advice, but rather a starting point, and in no way considered an alternative to consulting an attorney if you have questions. #legalforms
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INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT
This Intellectual Property Assignment Agreement (the “Agreement”) is made and entered into as
[DATE], by and between [COMPANY] (the “Company”) and [OTHER PARTY] (the “Recipient”)
(collectively, the “Parties”).
The Parties hereby agree as follows:
1. The Recipient agrees to assign to the Company, or its designee, all right, title, and interest in and
to any and all inventions, original works of authorship, developments, concepts, improvements,
designs, drawings, discoveries, algorithms, formulas, computer code, ideas, trademarks, or trade
secrets, whether or not patentable or registrable under patent, copyright or similar laws, related to
the Company’s business, which the Intern may solely or jointly conceive or develop or reduce to
practice, or cause to be conceived or developed or reduced to practice, with the use of Company’s
equipment, supplies, facilities, assets, or Company Confidential Information (see
NONDISCLOSURE AGREEMENT), or which may arise out of any research or other activity
conducted under the direction of the Company (collectively referred to as “Intellectual Property”).
2. The Recipient understands and agrees that (i) all original works for authorship which are made by
the Recipient (solely or jointly with others) within the scope of the Company’s business which are
protectable by copyright are “works made for hire,” as that term is defined in the United States
Copyright Act and (ii) the decision whether or not to commercialize or market any Intellectual
Property is within the Company’s sole discretion and for the Company’s sole benefit and that no
royalty or other consideration will be due to the Recipient as a result of the Company’s efforts to
commercialize or market any such Intellectual Property.
3. The validity, construction and enforceability of this Agreement shall be governed in all respects
by the law of the State of Delaware. This Agreement may not be amended except in writing signed
by a duly authorized representative of the respective Parties. This Agreement shall control in the
event of a conflict with any other agreement between the Parties with respect to the subject matter
hereof. The failure of either party to enforce its rights under this Agreement at any time for any
period shall not be construed as a waiver of such rights.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above
written.