This agreement is intended to protect a company's intellectual property (IP) rights in works created or developed by an employee or contractor while working with the company. An Invention Assignment Agreement is typically signed by all founders and employees of a business and assigns only relevant work product during the signors’ employment with the company. IP assignment agreements provide a durable record of ownership and transfer, as well as protect the rights of all parties. It’s important to ensure you own the property you’re assigning and to define the meaning of “relevant work” for assignment purposes. There are other things to consider before executing the agreement, and an attorney is the best person to point them out to you.
Some companies will implement a template found online to use as an employment agreement. This carries unnecessary risk as every employment contract should have unique terms to reflect that particular work relationship.
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Are there other names for an Invention Assignment Agreement?
Yes. An Invention Assignment Agreement is also called an Employee Confidentiality and Invention Assignment Agreement, Proprietary Information Agreement, Employee Intellectual Property Assignment Agreement, and Protection of Company Interests Agreement.
As an employer, do I need one of these agreements?
Without this agreement, an employer may be able to claim a right to an employee’s invention. The “shop right doctrine” provides that when an employee, during work hours, uses the employer’s materials and equipment to conceive and produce an invention for which the employee obtains a patent, the employee must provide the employer with a non-exclusive right to use the invention.
Do all states permit this type of agreement?
A few states have statutes limiting invention assignment. These statutes make agreements unenforceable when a worker invents on his or her own time without use of employer resources and the invention does not relate to the employer’s business or the employee’s work. It’s important to know the law for your state before drafting or signing an Invention Assignment Agreement.
What provisions are in an Invention Assignment Agreement?
Aside from assigning all IP created by the employee or contractor to the employer, an Invention Assignment Agreement can also include a non-solicitation agreement, confidentiality agreement, at-will employment classification, as well as instructions for returning company materials after termination.
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