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Confirmatory Assignment Agreement
"I need a Confirmatory Assignment Agreement under Austrian law to formalize a software IP rights transfer that occurred informally between our startup and our parent company in January 2025, including provisions for ongoing development and improvement rights."
1. Parties: Identification of the Assignor and Assignee with full legal names and addresses
2. Background: Context of the original transfer/assignment and why this confirmatory assignment is needed
3. Definitions: Definitions of key terms used in the agreement, including specific description of the rights/property being assigned
4. Confirmation of Assignment: Express confirmation of the previous assignment and its effective date
5. Scope of Assignment: Detailed description of exactly what rights are being assigned and any territorial limitations
6. Representations and Warranties: Assignor's confirmation of ownership, right to assign, and no encumbrances
7. Further Assurance: Obligation to execute additional documents and assist with registrations if needed
8. Governing Law and Jurisdiction: Confirmation of Austrian law application and jurisdiction for disputes
9. Execution: Signature blocks and execution requirements
1. Consideration: Required if there is any new consideration for the confirmatory assignment
2. Registration and Recordal: Include if the assigned rights require registration with authorities
3. Tax Provisions: Include if there are specific tax implications or arrangements
4. Confidentiality: Include if there are confidentiality obligations regarding the assigned rights
5. Employee Acknowledgments: Include if the assignment involves employee-created works or inventions
6. Third Party Rights: Include if there are any third party rights or licenses that need to be addressed
7. Severability: Optional boilerplate provision for contract validity
8. Notices: Include if ongoing notifications between parties may be needed
1. Schedule 1 - Details of Original Assignment: Details of when and how the original transfer occurred
2. Schedule 2 - Description of Assigned Rights: Detailed description of the intellectual property or other rights being assigned
3. Schedule 3 - Existing Licenses or Encumbrances: List of any existing licenses, permissions, or encumbrances affecting the assigned rights
4. Schedule 4 - Required Registrations: List of registrations or recordals needed to perfect the assignment
5. Appendix A - Copies of Original Documents: Copies of any relevant original transfer documentation
6. Appendix B - Power of Attorney: If needed for registration purposes
Authors
Assigned Rights
Assignor
Assignee
Business Day
Commencement Date
Confidential Information
Effective Date
Encumbrances
Original Assignment
Original Transfer Date
Intellectual Property Rights
Patents
Patent Applications
Know-How
Technical Information
Trade Secrets
Related Rights
Registered Rights
Unregistered Rights
Territory
Transfer Documents
Working Day
Improvements
Moral Rights
Background IP
Derivative Works
Documentation
Related Agreements
Registration Authorities
Confirmation of Assignment
Scope of Assignment
Consideration
Representations and Warranties
Further Assurance
Registration and Recordal
Intellectual Property
Confidentiality
Tax Provisions
Liability
Force Majeure
Severability
Entire Agreement
Amendment
Assignment
Notices
Third Party Rights
Costs
Governing Law
Jurisdiction
Dispute Resolution
Waiver
Counterparts
Authority
Succession
Technology
Pharmaceuticals
Biotechnology
Research and Development
Creative Industries
Software Development
Manufacturing
Education
Media and Entertainment
Healthcare
Telecommunications
Engineering
Legal
Intellectual Property
Research and Development
Innovation
Corporate Development
Technology Transfer
Compliance
Business Development
Patents and Trademarks
Scientific Affairs
Contracts Administration
Legal Counsel
Intellectual Property Manager
Patent Attorney
Research Director
Technology Transfer Officer
Innovation Manager
Corporate Lawyer
Contracts Manager
Chief Technology Officer
Research Scientist
IP Portfolio Manager
General Counsel
Chief Legal Officer
Business Development Manager
Chief Executive Officer
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