The Invention Assignment Agreement is a crucial legal document used in the United Arab Emirates to formalize the transfer of invention rights from employees, contractors, or independent inventors to their employing or contracting organizations. This agreement is essential in industries where intellectual property creation is common, particularly in technology, research, and development sectors. It complies with UAE Federal Law No. 33 of 2021 (Labor Law) and Federal Law No. 11 of 2021 (Industrial Property Rights), ensuring proper protection of both employer and inventor interests. The document typically includes detailed provisions about invention disclosure, rights assignment, confidentiality, and cooperation in patent applications. It's particularly relevant in the UAE's growing innovation ecosystem, including free zones and technology hubs, where intellectual property protection is crucial for business success.
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1. Parties: Identification of the assignor (inventor/employee) and assignee (company/employer), including full legal names and addresses
2. Background: Context of the agreement, employment relationship, and general purpose of the invention assignment
3. Definitions: Key terms including 'Inventions', 'Intellectual Property Rights', 'Confidential Information', and other relevant terms
4. Scope of Assignment: Detailed description of what types of inventions are covered and the extent of rights being assigned
5. Assignment of Rights: Express assignment language transferring all rights, title, and interest in the inventions
6. Consideration: Statement of consideration being provided for the assignment, including any payment terms
7. Disclosure Obligations: Inventor's obligations to disclose all relevant inventions and maintain records
8. Assistance and Cooperation: Inventor's obligations to assist with patent applications and other protection measures
9. Warranties and Representations: Inventor's warranties regarding ownership, right to assign, and non-infringement
10. Confidentiality: Obligations regarding confidential information related to the inventions
11. Term and Survival: Duration of the agreement and which provisions survive termination
12. Governing Law and Jurisdiction: Specification of UAE law as governing law and relevant jurisdiction
1. Prior Inventions: Section excluding specific prior inventions from the assignment, used when inventor has existing inventions to protect
2. Third Party Rights: Additional provisions dealing with any third-party rights or obligations, used when other parties might have claims
3. Special Compensation: Details of any special compensation arrangements for valuable inventions, used when specific invention-related bonuses are offered
4. Non-Competition: Restrictions on competing activities, used when additional protection is needed
5. Dispute Resolution: Specific procedures for resolving disputes, used when parties want to specify arbitration or mediation
6. Moral Rights: Specific handling of moral rights, used when dealing with jurisdictions that recognize such rights
7. Free Zone Provisions: Special provisions for UAE free zones, used when either party is located in a free zone
1. Schedule 1 - List of Existing Inventions: Detailed list of inventor's prior inventions excluded from the assignment
2. Schedule 2 - Specific Assigned Inventions: Detailed description of specific inventions being assigned, if any are already created
3. Schedule 3 - Special Compensation Terms: Details of any special compensation arrangements for valuable inventions
4. Appendix A - Invention Disclosure Form: Standard form for documenting and disclosing new inventions
5. Appendix B - Assignment Confirmation Form: Template for confirming assignment of specific future inventions
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