The Founder IP Assignment Agreement is crucial when establishing a new business venture in England and Wales, particularly during company formation or investment rounds. This agreement is essential for ensuring that all intellectual property developed by founders before incorporation or during the company's early stages is properly transferred to the business entity. The document typically includes comprehensive details about the IP being transferred, warranties about ownership and third-party rights, and provisions for future cooperation in IP-related matters. It's particularly important for securing investment, as investors typically require clear evidence that the company owns all relevant IP.
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1. Parties: Identification of the founder(s) and the company
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Assignment: Core terms of IP transfer from founder to company
5. Warranties: Founder's confirmations regarding IP ownership and rights
6. Further Assurance: Obligation to execute additional documents if needed
7. Governing Law and Jurisdiction: Specification of applicable law and courts
1. Consideration: Details of payment or value exchange, if any - include when there is monetary or other consideration for the assignment
2. Moral Rights: Waiver of moral rights in jurisdictions where applicable - include when copyright works are involved
3. Confidentiality: Obligations regarding confidential information - include when sensitive information is involved in the transfer
1. Schedule of IP Rights: Detailed list of all IP being assigned including patents, trademarks, copyright works
2. Schedule of Prior IP: List of any IP rights excluded from the assignment
3. Form of Assignment Notice: Template for any formal notices required for IP registries
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