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Proprietary Information And Inventions Agreement

Proprietary Information And Inventions Agreement Template for New Zealand

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Proprietary Information And Inventions Agreement

"I need a Proprietary Information And Inventions Agreement for our New Zealand-based software development company that handles sensitive client data and develops AI algorithms, with specific provisions for remote workers and cloud-based development environments."

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Document background
The Proprietary Information And Inventions Agreement is a crucial legal document used in New Zealand to protect an organization's intellectual property rights and confidential information. It is typically implemented at the start of an employment relationship or independent contractor engagement where the individual will have access to sensitive information or may develop intellectual property in the course of their work. The agreement ensures compliance with New Zealand intellectual property and employment laws while establishing clear ownership rights over inventions, developments, and innovations created during the engagement period. It is particularly important for companies in technology, research, or innovation-focused sectors, and for roles involving product development, research, or access to trade secrets. The agreement includes comprehensive provisions for confidentiality obligations, assignment of intellectual property rights, and protocols for handling proprietary information.
Suggested Sections

1. Parties: Identifies the company and the employee/contractor who are entering into the agreement

2. Background: Sets out the context of the agreement, including the nature of the relationship and the company's need to protect its intellectual property and confidential information

3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Intellectual Property', 'Inventions', and 'Proprietary Information'

4. Confidentiality Obligations: Details the employee's obligations regarding confidential information, including non-disclosure, security measures, and return of materials

5. Intellectual Property Rights: Establishes the company's ownership of intellectual property created during employment and the employee's obligations regarding IP

6. Assignment of Inventions: Specifies that all inventions developed during employment are assigned to the company

7. Prior Inventions: Addresses treatment of inventions created before employment

8. Assistance with IP Protection: Employee's obligation to assist with patent applications and other IP protection measures

9. Non-Competition and Non-Solicitation: Restrictions on competitive activities and solicitation of employees or customers

10. Term and Termination: Duration of the agreement and obligations that survive termination

11. Return of Materials: Requirements for returning company materials upon termination

12. General Provisions: Standard clauses including governing law, entire agreement, amendments, and severability

Optional Sections

1. Third Party Information: Additional provisions for handling confidential information received from third parties. Include when the employee may have access to customer or partner confidential information

2. Open Source Software: Specific provisions regarding use and contribution to open source software. Include for software development roles

3. International Travel: Provisions for protecting confidential information during international travel. Include for roles requiring frequent travel

4. Remote Work Provisions: Specific security and confidentiality requirements for remote work. Include for remote or hybrid work arrangements

5. Consulting or Side Projects: Provisions regarding outside professional activities. Include when allowing employees to engage in external professional work

6. Academic and Publication Rights: Provisions for academic publication and research. Include for research-focused roles or academic collaboration

Suggested Schedules

1. Schedule 1 - Prior Inventions: List of employee's pre-existing inventions excluded from the agreement

2. Schedule 2 - Confirmation of Obligations: Form for employee to acknowledge and confirm understanding of obligations

3. Schedule 3 - Approved Outside Activities: List of pre-approved external professional activities, if any

4. Schedule 4 - Security Procedures: Detailed security protocols for handling confidential information

5. Appendix A - Confidential Information Categories: Detailed classification of different types of confidential information

6. Appendix B - Exit Procedures: Checklist and procedures for returning company materials upon termination

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions

































Clauses


























Relevant Industries

Technology

Biotechnology

Pharmaceuticals

Research and Development

Manufacturing

Software Development

Engineering

Healthcare

Financial Services

Professional Services

Media and Entertainment

Telecommunications

Aerospace and Defense

Chemical Industry

Education and Research

Relevant Teams

Research and Development

Engineering

Product Development

Innovation

Technical Operations

Software Development

Design

Data Science

Laboratory Operations

Scientific Research

Information Technology

Artificial Intelligence

Hardware Development

Systems Architecture

Quality Assurance

Relevant Roles

Software Engineer

Research Scientist

Product Developer

Technical Architect

Research and Development Manager

Chief Technology Officer

Innovation Director

Product Manager

Systems Engineer

Data Scientist

Biotechnology Researcher

Industrial Designer

Technical Consultant

Laboratory Technician

Research Associate

Project Engineer

Hardware Engineer

UX Designer

AI Specialist

Chemical Engineer

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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