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1. Parties: Identifies the employer company and the employee who are entering into the agreement
2. Background: Explains the context of the agreement, including the employee's role and the company's interest in protecting its IP
3. Definitions: Defines key terms including Intellectual Property, Inventions, Works, Confidential Information, and Prior IP
4. Scope of Employment: Describes the employee's role and responsibilities in relation to IP creation
5. Assignment of Rights: Core section detailing the assignment of all IP rights from employee to employer
6. Disclosure Obligations: Employee's obligations to disclose all inventions and works created during employment
7. Assistance and Cooperation: Employee's obligations to help secure and protect IP rights, including signing additional documents
8. Prior IP: Handling of IP owned by employee before employment
9. Third Party IP: Provisions regarding use and respect of third-party intellectual property
10. Confidentiality: Obligations regarding confidential information and trade secrets
11. Return of Materials: Requirements for returning all IP-related materials upon employment termination
12. Term and Survival: Duration of the agreement and provisions that survive employment termination
13. Governing Law and Jurisdiction: Specifies Indian law as governing law and defines jurisdiction for disputes
1. Moral Rights: Specific handling of moral rights in copyrighted works, particularly relevant for creative roles
2. Academic and Publication Rights: For research-focused roles, addressing rights to publish and present findings
3. Open Source Software: For software development roles, handling of open source contributions and compliance
4. Joint Development: For collaborative roles, addressing IP created jointly with other employees or third parties
5. Consulting Activities: For senior employees who may engage in external consulting, defining boundaries
6. Garden Leave: For senior roles, provisions regarding intellectual property during garden leave periods
7. Assignment to Third Parties: For cases where IP might need to be assigned to clients or partners
8. Alternative Dispute Resolution: Optional mediation or arbitration procedures for IP-related disputes
1. Schedule A - Prior IP: Detailed list of employee's pre-existing IP excluded from the agreement
2. Schedule B - Excluded Inventions: List of specific inventions or works that are excluded from the assignment
3. Schedule C - Third Party Agreements: List of any existing agreements that may affect IP assignment
4. Appendix 1 - IP Assignment Form: Template form for assigning specific IP items as they are created
5. Appendix 2 - Invention Disclosure Form: Template for documenting and disclosing new inventions
6. Appendix 3 - Exit Certification: Form to be signed upon employment termination confirming compliance
Inventions
Works
Confidential Information
Prior IP
Company Materials
Development
Moral Rights
Assignment Period
Background IP
Derivative Works
Documentation
Effective Date
Employment Agreement
Improvements
Innovation
Know-How
Licensed Materials
Marks
Patents
Patent Rights
Professional Services
Project
Proprietary Rights
Related Rights
Services
Software
Source Code
Technical Information
Trade Secrets
Work Product
Copyrights
Industrial Designs
Business Plans
Research Data
Algorithms
Database Rights
Domain Names
Mask Works
Third Party IP
Intellectual Property Rights
Definitions
Assignment
Disclosure
Confidentiality
Warranties
Consideration
Term and Termination
Cooperation
Moral Rights
Prior Rights
Third Party Rights
Non-Competition
Non-Solicitation
Indemnification
Severability
Governing Law
Jurisdiction
Dispute Resolution
Amendment
Waiver
Force Majeure
Notices
Entire Agreement
Further Assurance
Survival
Assignment and Transfer
Counterparts
Costs
Execution
Technology
Software Development
Biotechnology
Pharmaceuticals
Research and Development
Manufacturing
Media and Entertainment
Engineering
Consulting
Education and Academia
Healthcare
Telecommunications
Artificial Intelligence
Financial Services
Industrial Design
Research & Development
Engineering
Product Development
Innovation
Design
Technical Architecture
Software Development
Artificial Intelligence
Data Science
Creative Services
Content Creation
Industrial Design
Solutions Engineering
Patent Development
Scientific Research
Software Engineer
Research Scientist
Product Manager
Data Scientist
UI/UX Designer
Research Engineer
Technical Architect
Development Engineer
Innovation Manager
Chief Technology Officer
R&D Director
Patent Engineer
Creative Director
Industrial Designer
Biotechnology Researcher
AI Engineer
Machine Learning Engineer
Process Engineer
Content Creator
Technical Writer
Solutions Architect
Principal Engineer
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