This ip sale agreement template has 7 pages and is a MS Word file type listed under our legal agreements documents.
INTELLECTUAL PROPERTY SALE AGREEMENT This Intellectual Property Sale Agreement (the "Agreement") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "Seller"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [BUYER NAME] (the "Buyer"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Seller is the owner of certain Intellectual Property identified in detail in Schedule A and Schedule B attached to this Agreement; and WHEREAS, Buyer, wishes to irrevocably acquire the entire rights, title, and interest in the identified Intellectual Property and exploit such property. NOW, the parties intent to be legally bound and agree as follows: definitions "Technology" means any technology owned by Seller and sold to the Buyer, related to [PRODUCTS/SERVICES] including, without limitation, all Intellectual property Rights and Technical Information. "Intellectual Property Rights" means all Patents, Trade Marks, Copyrights, System Designs, and other intellectual property rights whether registered or not, owned by Seller and sold to the Buyer, relating to the Intellectual Property described in Schedule A. "Documents" includes all information fixed in any tangible medium of expression in whatever form or format, and copies thereof. "Technical Information" means all know-how and related technical knowledge of the Seller, relating to the Intellectual Property described in Schedule A including, without limitation: (a) All trade secrets and other proprietary know-how, public information, non-proprietary know- how and invention disclosures; (b) Any information of a technical or business nature regardless of its form; (c) All documented research, developmental, demonstration or engineering work; (d) All information that can be or is used to define a design or process or procedure, produce, support or operate material and equipment; (e) All other drawings, blueprints, patterns, plans, flow charts, equipment, parts lists, software and procedures, specifications, formulas, designs, technical data, descriptions, related instructions, manuals, records and procedures. sale and Assignment of intellectual property Seller hereby irrevocably sells and transfers to Buyer all rights, title, and interest (including but not limited to, all registration rights, all rights to prepare derivative works, all goodwill and all other rights), in and to the Intellectual Property. Consideration In consideration for the sale of rights and assignment set forth in Article 2, Buyer shall pay Seller the sum of [amount] payable no later than [TIME PERIOD] after this Agreement becomes effective, which means the full amount must be received by Seller before [DATE]. Following is the breakdown price of the items sold: [PRODUCT 1], [PRODUCT 2], [TRADE MARK 1], [ETC]. Representations and Warranties Seller represents and warrants to Buyer: (a) Seller has the right, power and authority to enter into this Agreement; (b) Seller is the exclusive owners of all right, title and interest in the Technology free of any security interest, charge or encumbrance; (c) Seller warrants that all documents, computer records, disks and other materials of any nature of kind containing the Technology or any portion thereof have been turned over to Buyer, and that Seller will not retain the Technology, or any portion thereof, in any form whatsoever after the closing of the within transaction except as specifically permitted hereunder; (d) The Intellectual Property does not infringe the rights of any person or entity; (e) There are no claims, pending or threatened, with respect to Seller's rights in the Intellectual Property; (f) This Agreement is valid, binding and enforceable in accordance with its terms; (g) Seller is not subject to any agreement, judgment or order inconsistent with the terms of this Agreement. Attorney's Fees
This ip sale agreement template has 7 pages and is a MS Word file type listed under our legal agreements documents.
INTELLECTUAL PROPERTY SALE AGREEMENT This Intellectual Property Sale Agreement (the "Agreement") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "Seller"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [BUYER NAME] (the "Buyer"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Seller is the owner of certain Intellectual Property identified in detail in Schedule A and Schedule B attached to this Agreement; and WHEREAS, Buyer, wishes to irrevocably acquire the entire rights, title, and interest in the identified Intellectual Property and exploit such property. NOW, the parties intent to be legally bound and agree as follows: definitions "Technology" means any technology owned by Seller and sold to the Buyer, related to [PRODUCTS/SERVICES] including, without limitation, all Intellectual property Rights and Technical Information. "Intellectual Property Rights" means all Patents, Trade Marks, Copyrights, System Designs, and other intellectual property rights whether registered or not, owned by Seller and sold to the Buyer, relating to the Intellectual Property described in Schedule A. "Documents" includes all information fixed in any tangible medium of expression in whatever form or format, and copies thereof. "Technical Information" means all know-how and related technical knowledge of the Seller, relating to the Intellectual Property described in Schedule A including, without limitation: (a) All trade secrets and other proprietary know-how, public information, non-proprietary know- how and invention disclosures; (b) Any information of a technical or business nature regardless of its form; (c) All documented research, developmental, demonstration or engineering work; (d) All information that can be or is used to define a design or process or procedure, produce, support or operate material and equipment; (e) All other drawings, blueprints, patterns, plans, flow charts, equipment, parts lists, software and procedures, specifications, formulas, designs, technical data, descriptions, related instructions, manuals, records and procedures. sale and Assignment of intellectual property Seller hereby irrevocably sells and transfers to Buyer all rights, title, and interest (including but not limited to, all registration rights, all rights to prepare derivative works, all goodwill and all other rights), in and to the Intellectual Property. Consideration In consideration for the sale of rights and assignment set forth in Article 2, Buyer shall pay Seller the sum of [amount] payable no later than [TIME PERIOD] after this Agreement becomes effective, which means the full amount must be received by Seller before [DATE]. Following is the breakdown price of the items sold: [PRODUCT 1], [PRODUCT 2], [TRADE MARK 1], [ETC]. Representations and Warranties Seller represents and warrants to Buyer: (a) Seller has the right, power and authority to enter into this Agreement; (b) Seller is the exclusive owners of all right, title and interest in the Technology free of any security interest, charge or encumbrance; (c) Seller warrants that all documents, computer records, disks and other materials of any nature of kind containing the Technology or any portion thereof have been turned over to Buyer, and that Seller will not retain the Technology, or any portion thereof, in any form whatsoever after the closing of the within transaction except as specifically permitted hereunder; (d) The Intellectual Property does not infringe the rights of any person or entity; (e) There are no claims, pending or threatened, with respect to Seller's rights in the Intellectual Property; (f) This Agreement is valid, binding and enforceable in accordance with its terms; (g) Seller is not subject to any agreement, judgment or order inconsistent with the terms of this Agreement. Attorney's Fees
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