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Intellectual Property Assignment Agreement
"I need an Intellectual Property Assignment Agreement to transfer ownership of our startup's software patents and related IP to a large tech company that's acquiring us, with the transfer to be completed by March 2025."
1. Parties: Identifies the assignor and assignee with full legal names and addresses
2. Background: Explains context and purpose of the assignment
3. Definitions: Defines key terms used throughout the agreement
4. Assignment: Core provision transferring IP rights from assignor to assignee
5. Warranties and Representations: Assignor's warranties regarding ownership and right to assign
6. Consideration: Details of payment or other consideration for the assignment
7. Further Assurance: Obligation to execute additional documents if needed
8. Governing Law: Specifies Singapore law as governing law
1. Confidentiality: Required when sensitive information is involved in the transfer
2. Non-Competition: Restricts assignor's competing activities
3. Tax Provisions: Addresses tax implications of the transfer
4. Employee Obligations: Addresses employee-created IP
1. Schedule of Intellectual Property: Detailed list of all IP being assigned including registration numbers
2. Schedule of Excluded Rights: List of any IP rights specifically excluded from the assignment
3. Schedule of Prior Licenses: List of existing licenses that affect the assigned IP
4. Form of Assignment Notice: Template for notices to be filed with IP offices
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