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Employee Intellectual Property Agreement
"I need an Employee Intellectual Property Agreement for our New Zealand-based software development company that particularly focuses on protecting our AI algorithms and software code, while allowing our developers to contribute to open-source projects with approval."
1. Parties: Identifies the employer and employee entering into the agreement
2. Background: Sets out the context of the agreement, including the employee's role and the nature of the employer's business
3. Definitions: Defines key terms including Intellectual Property, Confidential Information, Inventions, Works, and other relevant terms
4. Scope of Employment: Outlines the employee's role and responsibilities relating to potential IP creation
5. Ownership of Intellectual Property: Establishes employer ownership of IP created during employment and using company resources
6. Assignment of Rights: Contains express assignment provisions for all types of IP created during employment
7. Disclosure Obligations: Details the employee's obligations to disclose any IP created during employment
8. Confidential Information: Defines and protects the company's confidential information and trade secrets
9. Moral Rights: Addresses the employee's moral rights under the Copyright Act 1994
10. Employee Warranties: Employee's confirmations regarding third-party IP and previous obligations
11. Post-Employment Obligations: Continues protection of IP and confidential information after employment ends
12. General Provisions: Includes standard clauses on governing law, severability, and entire agreement
1. Pre-Existing IP: Used when the employee brings existing IP to the role that needs to be excluded from the agreement
2. Third Party Collaboration: Include when the role involves working with external parties or joint development projects
3. Open Source Software: Required for software development roles where open source materials may be used
4. Academic and Publication Rights: Include for research-focused roles where publishing rights need to be addressed
5. Commissioned Works: Add when the role involves creating works specifically commissioned by clients
6. International IP Rights: Include when the employee's work may create IP rights in multiple jurisdictions
7. Competition Restrictions: Add when specific competitive activities need to be restricted in relation to IP
8. License Back Provisions: Used when the employee may need to use company IP for specific permitted purposes
1. Schedule 1 - Pre-Existing IP: Lists any IP owned by the employee prior to employment that is excluded from the agreement
2. Schedule 2 - Excluded Inventions: Details any specific inventions or works that are excluded from the scope of the agreement
3. Schedule 3 - IP Disclosure Form: Template form for employees to disclose new IP created during employment
4. Schedule 4 - Approved Outside Activities: Lists any approved activities where the employee can create IP outside of employment
5. Appendix A - IP Assignment Deed: Template deed for formal assignment of specific IP rights as needed
6. Appendix B - Confidentiality Requirements: Detailed procedures and requirements for handling confidential information
Authors
Company
Confidential Information
Copyright Works
Company Resources
Designs
Effective Date
Employee
Employment Period
Intellectual Property
Intellectual Property Rights
Inventions
Know-how
Moral Rights
Pre-existing IP
Proprietary Information
Trade Secrets
Work Product
Works
Background Technology
Business Hours
Company Materials
Competing Business
Computer Programs
Created IP
Developments
Documentation
Improvements
Independent Developments
Innovation
Licensed Materials
Material
New IP
Original Works
Patents
Project
Related Rights
Software
Source Code
Technical Information
Third Party IP
Trade Marks
Work Made for Hire
Definitions
IP Assignment
IP Ownership
Work Product
Confidentiality
Trade Secrets
Moral Rights
Pre-existing IP
Third Party IP
Assignment of Rights
Employee Obligations
Disclosure Requirements
Company Resources
Non-Competition
Post-Employment Obligations
Warranties
Indemnification
Dispute Resolution
Governing Law
Severability
Entire Agreement
Amendment
Waiver
Notice
Further Assurance
Independent Legal Advice
Survival
Good Faith
Termination
Records and Documentation
Assistance with IP Protection
Return of Materials
Reporting Requirements
Publication Rights
Inventions Assignment
Copyright Assignment
Design Rights
Patent Rights
Enforcement
Technology
Research and Development
Biotechnology
Software Development
Creative Industries
Manufacturing
Professional Services
Media and Entertainment
Pharmaceuticals
Engineering
Education
Healthcare
Telecommunications
Financial Services
Consulting
Research & Development
Engineering
Product Development
Design
Innovation
Technical Operations
Creative Services
Software Development
Content Creation
Scientific Research
Industrial Design
Intellectual Property
Legal
Human Resources
Information Technology
Software Developer
Research Scientist
Product Designer
Engineer
Content Creator
Data Scientist
UX Designer
Technical Writer
Creative Director
Research Engineer
Innovation Manager
Product Manager
Industrial Designer
Biotechnology Researcher
AI Engineer
System Architect
Graphics Designer
Research Director
Development Engineer
Patent Engineer
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