"Intellectual Property Agreement Template"

What Is an Intellectual Property Agreement?

An Intellectual Property Agreement is a legal document that outlines the assignment of various intellectual property - a transfer of intellectual property rights, title, and interest from one individual or entity (the assignor) to the other (assignee). It can be used to transfer rights in patents, software, copyrights, and trademarks. You can transfer these intangible assets separately or as a part of a large acquisition that includes other assets and stock - it is quite common in business.

Another popular document is an Employee Intellectual Property Agreement - it covers the transfer of intellectual property created by the employee during their employment at the request and expense of the employer to the organization they worked for. This type of agreement is often completed in companies that specialize in developing new products or handling inventions. Download an Intellectual Property Agreement below, or draft your own document using our online form builder.

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How to Write an Intellectual Property Agreement?

Follow these steps to compose an Intellectual Property Agreement:

  1. Identify the parties to the contract by their names (or business names), mailing addresses, and driver's license numbers if you transfer intellectual property from one person to another.
  2. Confirm the assignment of intellectual property - all present and future interest and rights to the property named in the agreement now belong to the assignee. You need to provide a full description of the subject matter of the contract - list all codes, designs, formulas, trademarks, and trade secrets. Do not forget to add modifications and improvements that exist at the time of signing papers - they are an integral part of the intellectual property and must be transferred along with it.
  3. Determine how you will cooperate with the other party to obtain copyrights and patents necessary to secure the assignee's ownership rights. You can already decide the date when you go together to the United States Patent and Trademark Office (USPTO) and finalize the transfer.
  4. Indicate when the agreement becomes effective - it is possible to state a future date, for instance, January 1 of the next year if the assignor needs to retain ownership for some time. If the assignor is your current employee, you can become the sole owner of the intellectual property rights once their employment is terminated or ended by mutual consent.
  5. Enter the amount of money the assignor receives from the assignee. The compensation can be paid in installments, royalties, or you can agree on a lump-sum payment. The assignor can decide whether to accept a one-time payment or gamble for long-term, yet not guaranteed, profits.
  6. When your transfer intellectual property from the employee to the employer, obtain the employee's consent to return all tangible property that contains intellectual property that now belongs to the employer.
  7. Add general clauses that exist in similar contracts - choice of law, severability, waiver, etc.
  8. Sign and date the agreement. Your signatures certify that you have read and understood the document in its entirety.

Still looking for a particular template? Take a look at these related templates:

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Intellectual Property Agreement
This ​ I ntellectual Property Agreement (hereinafter referred to as the “Agreement”) is
entered into as of ________________ by and between ______________________, with a
mailing address of ________________________________________________________
__________ (hereinafter referred to as the “Employer”) and ______________________,
with a mailing address of ___________________________________________________
____________________________________ (hereinafter referred to as the “Employee”),
collectively referred to as the “Parties,” both of whom agree to be bound by this
Agreement.
1. Intellectual Property​ . The Employee agrees to assign to the Employer all present and
future right, title, and interest to all intellectual property (hereinafter referred to as the
“Intellectual Property”) created or discovered during the course of their employment. The
Intellectual Property includes, but is not limited to, algorithms, code, concepts,
developments, designs, discoveries, ideas, formulas, improvements, inventions,
processes, software, trademarks, and trade secrets. The Intellectual Property also includes
tangible embodiments (e.g. – notes, drawings) of any intangible items.
2. Prior Inventions​ . The Intellectual Property that existed prior to the Employee’s
employment, for which the Employee has a right, title, or interest (hereinafter referred to
as the “Prior Inventions”) will remain the exclusive property of the Employee. The
Employee agrees that all Prior Inventions are included in this Section 2. If no Prior
Inventions are listed, the Employee represents that no Prior Inventions exist.
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
List Prior Inventions
3. Patent and Copyright Registrations​ . The Employee agrees to cooperate with the
Employer to do whatever is reasonably necessary to obtain the patents and copyrights
required to secure the Employer’s ownership rights in the Intellectual Property. The
Employee will cooperate with the Employer during the course of their employment as
well as after the termination of this Agreement.
4. Term​ . This Agreement will become effective on _______________________ and will
remain in effect until the Employee is no longer employed by the Employer.
©​ ​ ​ ​ ​ ​ ​
T EMPLATEROLLER.COM​ ​
Intellectual Property Agreement
This ​ I ntellectual Property Agreement (hereinafter referred to as the “Agreement”) is
entered into as of ________________ by and between ______________________, with a
mailing address of ________________________________________________________
__________ (hereinafter referred to as the “Employer”) and ______________________,
with a mailing address of ___________________________________________________
____________________________________ (hereinafter referred to as the “Employee”),
collectively referred to as the “Parties,” both of whom agree to be bound by this
Agreement.
1. Intellectual Property​ . The Employee agrees to assign to the Employer all present and
future right, title, and interest to all intellectual property (hereinafter referred to as the
“Intellectual Property”) created or discovered during the course of their employment. The
Intellectual Property includes, but is not limited to, algorithms, code, concepts,
developments, designs, discoveries, ideas, formulas, improvements, inventions,
processes, software, trademarks, and trade secrets. The Intellectual Property also includes
tangible embodiments (e.g. – notes, drawings) of any intangible items.
2. Prior Inventions​ . The Intellectual Property that existed prior to the Employee’s
employment, for which the Employee has a right, title, or interest (hereinafter referred to
as the “Prior Inventions”) will remain the exclusive property of the Employee. The
Employee agrees that all Prior Inventions are included in this Section 2. If no Prior
Inventions are listed, the Employee represents that no Prior Inventions exist.
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
List Prior Inventions
3. Patent and Copyright Registrations​ . The Employee agrees to cooperate with the
Employer to do whatever is reasonably necessary to obtain the patents and copyrights
required to secure the Employer’s ownership rights in the Intellectual Property. The
Employee will cooperate with the Employer during the course of their employment as
well as after the termination of this Agreement.
4. Term​ . This Agreement will become effective on _______________________ and will
remain in effect until the Employee is no longer employed by the Employer.
©​ ​ ​ ​ ​ ​ ​
T EMPLATEROLLER.COM​ ​
Following the termination of this Agreement, the Employer will have exclusive
ownership rights to all of the Employee's post-employment Intellectual Property that
arises from or directly relates to their work for the Employer.
5. Return of Data and Documents​ . Upon termination of this Agreement, the Employee
agrees to immediately return all tangible embodiments of the Intellectual Property,
including but not limited to data, drawings, documents, and notes developed during the
course of their employment. The Employee will not make copies or attempt to recreate
the tangible embodiments.
6. General Terms.
● Assignment. ​ T he Parties may not assign the responsibilities they have under this
Agreement to anyone else;
● Complete Contract. ​ T his Agreement constitutes the Parties’ entire understanding
of their rights and obligations. This Agreement supersedes any other written or
verbal communications between the Parties;
● Waiver. ​ N either Party can waive any provision of this Agreement, or any rights or
obligations under this Agreement, unless agreed to in writing. If any provision,
right, or obligation is waived, it’s only waived to the extent agreed to in writing;
● Successors and Assigns. ​ T his Agreement will be binding upon the Employee’s
successors, heirs, and assigns for the benefit of the Employer and the Employer’s
successors, heirs, and assigns.
7. Notices​ . All notices pursuant to this Agreement must be sent by email with return
confirmation of receipt, or certified or registered mail with return receipt requested.
Notices should be sent to:
_________________________________
_________________________________
Employee’s Email
Employee’s Email
_________________________________
_________________________________
_________________________________
_________________________________
Employee’s Address
Employee’s Address
_________________________________
_________________________________
City, State, ZIP Code
City, State, ZIP Code
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T EMPLATEROLLER.COM​ ​
8. Severability. ​ I n the event that any provision of this Agreement is deemed invalid or
unenforceable, in whole or in part, that part shall be severed from the remainder of the
Agreement and all other provisions should continue in full force and effect as valid and
enforceable.
9. Legal and Binding Agreement. ​ T his Agreement is legal and binding between the
Parties as stated above. This Agreement may be entered into and is legal and binding both
in the United States and throughout Europe. The Parties each represent that they have the
authority to enter into this Agreement.
10. Governing Law. ​ T he Parties agree that this Agreement shall be additionally
governed by the laws of _____________________.
State
The Parties agree to the terms and conditions set forth above as demonstrated by their
signatures as follows:
_________________________________
_________________________________
Employee’s Printed Name
Employer’s Printed Name
_________________________________
_________________________________
Employee’s Signature
Employer’s Signature
_________________________________
_________________________________
Date
Date
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T EMPLATEROLLER.COM​ ​
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