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Intellectual Property Ownership Contract

Intellectual Property Ownership Contract Template for Indonesia

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Key Requirements PROMPT example:

Intellectual Property Ownership Contract

"I need an Intellectual Property Ownership Contract for transferring all patents and related technical knowledge for our innovative solar panel technology from our Indonesian startup to a multinational corporation, with completion planned for March 2025 and including provisions for ongoing technical support."

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Document background
The Intellectual Property Ownership Contract serves as a crucial legal instrument in Indonesian business transactions where intellectual property assets need to be transferred between parties. This document is essential when companies or individuals wish to sell, acquire, or transfer ownership of various forms of intellectual property, including patents, trademarks, copyrights, and trade secrets. It is designed to comply with Indonesian intellectual property laws and regulations, particularly Law No. 28 of 2014 on Copyright, Law No. 13 of 2016 on Patents, and Law No. 20 of 2016 on Trademarks. The contract is commonly used in corporate acquisitions, technology transfers, startup investments, and creative industry transactions where clear establishment of IP ownership is crucial for business operations and protection of valuable intellectual assets.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement, including full legal names, addresses, and registration numbers for companies

2. Background: Context of the agreement, relationship between parties, and general purpose of the IP transfer

3. Definitions: Detailed definitions of key terms used throughout the agreement, including specific IP-related terminology

4. Scope of Intellectual Property: Comprehensive description of the intellectual property being transferred or assigned

5. Ownership and Assignment: Clear statement of transfer of ownership rights and terms of assignment

6. Consideration: Details of payment or other consideration for the IP transfer

7. Representations and Warranties: Statements regarding ownership, right to transfer, and non-infringement of third-party rights

8. Protection and Maintenance: Obligations regarding IP protection, registration, and maintenance requirements

9. Confidentiality: Provisions for protecting confidential information related to the IP

10. Indemnification: Provisions for compensation in case of breach or third-party claims

11. Term and Termination: Duration of the agreement and conditions for termination

12. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes

13. General Provisions: Standard clauses including notices, amendments, and severability

Optional Sections

1. Moral Rights: For copyright works, provisions regarding moral rights under Indonesian copyright law

2. Technology Transfer: For technical IP, provisions regarding technical knowledge transfer and support

3. Quality Control: For trademark transfers, provisions regarding quality control and brand standards

4. Revenue Sharing: Where ongoing revenue sharing is part of the consideration

5. Right of First Refusal: Option for original owner to reclaim rights under specific conditions

6. Geographic Restrictions: If the IP transfer is limited to specific territories

7. Sub-licensing Rights: Terms regarding the right to sub-license the IP to third parties

8. Future Developments: Provisions regarding improvements or modifications to the IP

9. Competition Restrictions: Non-compete and non-solicitation provisions if relevant

Suggested Schedules

1. Schedule A - IP Asset Register: Detailed listing and description of all IP assets being transferred

2. Schedule B - Payment Terms: Detailed payment schedule and terms if payment is structured or involves multiple components

3. Schedule C - Technical Specifications: Technical details and specifications of any patents, software, or technical IP

4. Schedule D - Existing Licenses: List of any existing licenses or encumbrances on the IP

5. Schedule E - Registration Details: Details of all IP registrations, application numbers, and registration status

6. Appendix 1 - Transfer Forms: Official IP transfer forms required under Indonesian law

7. Appendix 2 - Due Diligence Report: Summary of IP due diligence findings and identified risks

8. Appendix 3 - Quality Standards: Detailed quality standards and specifications for trademark-related IP

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Intellectual Property
Intellectual Property Rights
Effective Date
Completion Date
Confidential Information
Background IP
Foreground IP
Assigned Rights
Licensed Rights
Territory
Improvements
Know-How
Trade Secrets
Patents
Patent Applications
Registered Designs
Unregistered Designs
Trademarks
Copyright Works
Moral Rights
Technical Information
Documentation
Derivative Works
Commercial Exploitation
Consideration
Encumbrances
Force Majeure
Governing Law
Intellectual Property Office
Licensed Products
Material Breach
Net Revenue
Proprietary Rights
Quality Standards
Related Rights
Royalties
Technology
Term
Third Party Rights
Working Day
Assignment
Assignor
Assignee
Registered IP
Unregistered IP
IP Applications
Due Diligence
Intellectual Property Register
Technical Specifications
Quality Control Measures
Confidentiality Obligations
Permitted Use
Clauses
Interpretation
Definitions
Assignment of Rights
Ownership Transfer
Consideration and Payment
Warranties and Representations
Confidentiality
Protection of Rights
Registration and Recordal
Further Assurance
Moral Rights
Quality Control
Technology Transfer
Non-Competition
Non-Solicitation
Indemnification
Liability Limitation
Force Majeure
Term and Duration
Termination
Consequences of Termination
Assignment and Sub-licensing
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendment
Waiver
Third Party Rights
Costs and Expenses
Counterparts
Survival
Revenue Sharing
Geographic Restrictions
Future Developments
Compliance with Laws
Data Protection
Intellectual Property Registration
Relevant Industries

Technology

Software Development

Research and Development

Manufacturing

Creative Industries

Pharmaceutical

Media and Entertainment

Education

Biotechnology

Industrial Design

Fashion and Apparel

Consumer Electronics

Automotive

Gaming and Interactive Entertainment

Relevant Teams

Legal

Intellectual Property

Research and Development

Innovation

Business Development

Executive Leadership

Compliance

Product Development

Technology Transfer

Corporate Strategy

Creative Services

Risk Management

Relevant Roles

Legal Counsel

Intellectual Property Lawyer

Chief Technology Officer

Research and Development Director

Innovation Manager

Business Development Manager

Chief Executive Officer

Chief Legal Officer

IP Rights Manager

Technology Transfer Officer

Creative Director

Product Development Manager

General Counsel

Compliance Officer

Contract Manager

Industries
Law No. 30 of 2000 on Trade Secrets: Governs the protection of confidential business information and trade secrets, essential for defining what constitutes protected information in the IP contract
Law No. 28 of 2014 on Copyright: Regulates copyright protection and transfer, including provisions for assignment and licensing of copyrighted works
Law No. 13 of 2016 on Patents: Covers patent rights, registration, and transfer of patent ownership, crucial for contracts involving inventions or technical innovations
Law No. 20 of 2016 on Trademarks and Geographical Indications: Governs trademark protection and transfer, including provisions for assignment and licensing of trademark rights
Indonesian Civil Code (Kitab Undang-undang Hukum Perdata): Provides the basic framework for contract formation, validity, and enforcement in Indonesia
Law No. 24 of 2019 on Creative Economy: Provides framework for protection and development of creative industries, relevant for IP contracts in creative sectors
Government Regulation No. 36 of 2018 on Intellectual Property Rights Management: Regulates the registration, administration, and management of intellectual property rights
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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