Technology Assignment Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Technology Assignment Agreement

"I need a Technology Assignment Agreement for transferring proprietary AI software and associated patents from my Dubai-based startup to a multinational tech company, with the transfer to be completed by March 2025."

Document background
The Technology Assignment Agreement is essential in the UAE's rapidly evolving technology sector, where businesses frequently engage in technology transfers and acquisitions. This document is specifically designed to comply with UAE Federal laws and regulations, including UAE Federal Law No. 11 of 2021 on Industrial Property Rights and related technology regulations. It is used when companies or individuals need to transfer ownership of technology assets, including patents, software, trade secrets, and related intellectual property rights. The agreement is particularly relevant in the UAE's free zones and technology parks, where numerous international companies operate and transfer technology assets. It includes comprehensive provisions for technology transfer, warranties, implementation support, and necessary regulatory compliance measures, making it suitable for both domestic and international technology transfers within the UAE jurisdiction.
Suggested Sections

1. Parties: Identification of the assignor and assignee, including full legal names, addresses, and registration details

2. Background: Context of the assignment, relationship between parties, and brief description of the technology being assigned

3. Definitions: Detailed definitions of key terms including 'Technology', 'Intellectual Property Rights', 'Documentation', and other relevant terms

4. Assignment: Core provision detailing the transfer of rights, title, and interest in the technology

5. Consideration: Details of payment or other consideration for the assignment

6. Delivery and Implementation: Process and timeline for delivering the technology and associated materials

7. Representations and Warranties: Assignor's warranties regarding ownership, non-infringement, and right to assign

8. Confidentiality: Obligations regarding confidential information and trade secrets

9. Further Assurance: Obligations to execute additional documents and provide assistance for effectuating the assignment

10. Intellectual Property Rights: Specific provisions regarding IP rights transfer and registration

11. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

12. Execution: Signature blocks and execution requirements

Optional Sections

1. Employee Obligations: Required when the technology was developed by employees and addresses ongoing obligations of key personnel

2. Source Code Escrow: Include when software source code is involved and requires escrow arrangements

3. Training and Support: Optional section for when ongoing technical support or training is part of the agreement

4. Export Control: Include when the technology may be subject to export control regulations

5. Data Protection: Required when the technology involves personal data processing

6. Third Party Rights: Include when the technology incorporates or depends on third-party components

7. Competition Compliance: Required when the assignment might have competition law implications

8. Islamic Finance Compliance: Include when the transaction needs to comply with Islamic finance principles

Suggested Schedules

1. Schedule 1 - Technology Description: Detailed technical description of the technology being assigned

2. Schedule 2 - Intellectual Property Rights: List of all IP rights including patents, trademarks, copyrights being transferred

3. Schedule 3 - Technical Documentation: List of all technical documents, manuals, and specifications included in the assignment

4. Schedule 4 - Third Party Licenses: Details of any third-party licenses associated with the technology

5. Schedule 5 - Payment Schedule: Detailed payment terms and milestone payments if applicable

6. Appendix A - Due Diligence Report: Technical and legal due diligence findings regarding the technology

7. Appendix B - Implementation Plan: Detailed plan for technology transfer and implementation if required

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Technology

Software Development

Information Technology

Telecommunications

Financial Services

Healthcare

Education

Research & Development

Manufacturing

Energy

Artificial Intelligence

Biotechnology

E-commerce

Digital Media

Smart City Development

Relevant Teams

Legal

Intellectual Property

Research and Development

Information Technology

Innovation

Compliance

Technical Operations

Software Development

Corporate Development

Product Development

Executive Leadership

Business Development

Relevant Roles

Chief Technology Officer

Head of Legal

Intellectual Property Counsel

Technology Transfer Manager

Research Director

Innovation Manager

Legal Counsel

Compliance Officer

Chief Executive Officer

Head of Research and Development

Chief Innovation Officer

Business Development Director

Technical Director

Patent Attorney

Software Development Manager

Chief Information Officer

Industries
UAE Federal Law No. 11 of 2021 on Industrial Property Rights: This law governs patents, industrial designs, and trade secrets. Essential for technology assignments as it provides the framework for protecting and transferring industrial property rights.
UAE Federal Law No. 7 of 2002 on Copyrights and Related Rights: Regulates copyright protection including software and computer programs, which is crucial for technology assignments involving software or digital content.
UAE Federal Law No. 45 of 2021 on Personal Data Protection: Addresses data protection requirements when technology involves personal data processing or transfer, ensuring compliance with data protection standards.
UAE Federal Law No. 8 of 1980 (UAE Labor Law): Relevant for provisions regarding employee inventions and intellectual property created during employment relationships.
UAE Federal Law No. 19 of 2018 on Foreign Direct Investment: Important for technology assignments involving foreign parties, as it regulates foreign ownership and investment in UAE businesses.
UAE Federal Law No. 15 of 2020 on Consumer Protection: Relevant if the technology assignment involves consumer-facing technologies or products.
UAE Federal Law No. 2 of 2015 on Commercial Companies: Provides the legal framework for commercial transactions and corporate relationships in technology assignments.
UAE Federal Law No. 4 of 2012 on Competition Regulation: Important for ensuring technology assignments don't create anti-competitive situations or monopolistic practices.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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