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Founder IP Assignment Agreement
"I need a Founder IP Assignment Agreement for our Malaysian technology startup with three co-founders, where we need to transfer all our software patents and source code developed since January 2025 to our newly incorporated company, including ongoing development rights."
1. Parties: Identifies the founder(s) as assignor(s) and the company as assignee
2. Background: Explains the context of the agreement, including the founder's role and the purpose of the IP assignment
3. Definitions: Defines key terms including Intellectual Property Rights, Assigned IP, Effective Date, and other relevant terms
4. Assignment: Core provision transferring all rights, title, and interest in the IP from founder to company
5. Consideration: States the consideration provided for the assignment (often nominal sum or shares in the company)
6. Warranties and Representations: Founder's warranties regarding IP ownership, no infringement, right to assign, etc.
7. Further Assurance: Founder's obligation to assist with IP registration, documentation, and enforcement
8. Waiver of Rights: Founder's waiver of moral rights and other non-assignable rights where applicable
9. Confidentiality: Obligations to keep confidential information secret and secure
10. General Provisions: Standard boilerplate including governing law, notices, entire agreement, etc.
1. Third Party Rights: Include when there are existing licenses or third-party rights that need to be addressed
2. Ongoing Development: Include when founder will continue developing IP after assignment
3. License Back: Include when founder needs limited rights to use assigned IP for specific purposes
4. Non-Competition: Include when additional restrictions on founder's future activities are needed
5. Tax Provisions: Include when there are specific tax implications that need to be addressed
6. Power of Attorney: Include when company needs specific authority to act on founder's behalf for IP matters
1. Schedule 1 - Assigned IP: Detailed list of all IP being assigned, including patents, copyrights, trademarks, designs, domain names
2. Schedule 2 - Existing Third Party Licenses: List of any existing licenses or permissions granted to third parties
3. Schedule 3 - Consideration Details: Details of any complex consideration structure (if applicable)
4. Schedule 4 - Assignment Forms: Standard form documents for registering the IP assignment with relevant authorities
5. Appendix A - Prior IP: List of any IP explicitly excluded from the assignment
6. Appendix B - Required Registrations: List of IP registrations and applications that need to be transferred
Authors
Technology
Software Development
Biotechnology
Manufacturing
Creative Industries
Media and Entertainment
Research and Development
Professional Services
E-commerce
Healthcare Technology
Financial Technology
Educational Technology
Legal
Executive Leadership
Research and Development
Intellectual Property
Corporate Governance
Innovation
Technical Development
Corporate Secretarial
Compliance
Business Development
CEO
Founder
Co-Founder
Chief Technology Officer
Chief Legal Officer
General Counsel
Legal Counsel
Company Secretary
Intellectual Property Counsel
Patent Attorney
Innovation Director
Research Director
Head of Research and Development
Chief Innovation Officer
Technical Director
Managing Director
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