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Founder IP Assignment Agreement Template for Nigeria

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Key Requirements PROMPT example:

Founder IP Assignment Agreement

"I need a Founder IP Assignment Agreement for my Nigerian tech startup that transfers all my software code and AI algorithms to the company, including both existing IP and future developments until January 2025, with specific provisions for international patent applications."

Document background
The Founder IP Assignment Agreement is a crucial document in the Nigerian business ecosystem, particularly for startups and technology companies. It is typically executed during company formation or prior to seeking investment, ensuring that all intellectual property developed by founders is properly transferred to the company. This agreement is essential for protecting company assets, satisfying investor due diligence requirements, and preventing future ownership disputes. The document covers all forms of intellectual property including patents, copyrights, trademarks, trade secrets, and know-how, while ensuring compliance with Nigerian IP laws and regulations. It's particularly important in cases where founders have developed IP prior to company formation or where multiple founders are involved in IP creation.
Suggested Sections

1. Parties: Identification of the Founder(s) as Assignor(s) and the Company as Assignee

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

3. Definitions: Detailed definitions of key terms including Intellectual Property Rights, Assigned Rights, Effective Date, and other relevant terms

4. Assignment of Intellectual Property: Core section detailing the complete transfer of all relevant IP rights from Founder to Company

5. Consideration: Details of any payment or consideration for the IP assignment

6. Warranties and Representations: Founder's warranties regarding IP ownership, no infringement, right to assign, etc.

7. Further Assurance: Founder's commitment to execute additional documents and assist with IP protection

8. Waiver of Rights: Founder's waiver of moral rights and other non-assignable rights where permitted by law

9. Confidentiality: Obligations regarding confidential information related to the assigned IP

10. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes

Optional Sections

1. Power of Attorney: Optional section granting the company power to act on founder's behalf in IP matters - useful for international IP rights

2. Third Party Rights: Section addressing any third-party rights or licenses - needed if IP involves third-party components

3. Royalty Provisions: Optional section for cases where ongoing royalties are part of the consideration

4. Competition Restrictions: Optional restrictions on founder's future IP development - include only if specifically required

5. Tax Provisions: Detailed tax treatment of the IP assignment - necessary for high-value IP transfers

Suggested Schedules

1. Schedule 1 - Existing IP Rights: Detailed list and description of all IP being assigned, including registration numbers where applicable

2. Schedule 2 - Pending IP Applications: List of all pending patent, trademark, or other IP applications

3. Schedule 3 - Excluded IP: List of any IP specifically excluded from the assignment

4. Schedule 4 - Prior Agreements: List of any existing agreements affecting the assigned IP

5. Appendix A - IP Assignment Forms: Standard forms for recording the IP assignment with relevant Nigerian authorities

6. Appendix B - Technical Documentation: List of all technical documents, source code, or other materials being transferred

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions


































Clauses























Relevant Industries

Technology

Software Development

Biotechnology

Manufacturing

Research and Development

Media and Entertainment

Financial Technology

Healthcare Technology

Educational Technology

E-commerce

Telecommunications

Clean Technology

Artificial Intelligence

Blockchain

Consumer Products

Relevant Teams

Legal

Executive Leadership

Research and Development

Innovation

Intellectual Property

Corporate Governance

Product Development

Technology

Compliance

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Chief Legal Officer

Company Founder

Co-Founder

Intellectual Property Counsel

Corporate Lawyer

General Counsel

Legal Director

Company Secretary

Innovation Director

Research Director

Product Development Manager

Technology Director

Startup Founder

Industries







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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