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Invention Confidentiality Agreement for Germany

Invention Confidentiality Agreement Template for Germany

A comprehensive legal document governed by German law that establishes confidentiality obligations regarding specific inventions and related technical information. The agreement ensures protection of sensitive technical and proprietary information during the evaluation, development, or commercialization of an invention. It incorporates requirements from the German Trade Secrets Act (Geschäftsgeheimnisgesetz) and considers provisions of the German Patent Act (Patentgesetz), providing specific measures for maintaining confidentiality and preventing unauthorized disclosure while facilitating necessary business discussions about the invention.

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What is a Invention Confidentiality Agreement?

The Invention Confidentiality Agreement is essential when parties need to discuss or evaluate novel technical solutions, innovations, or potential patent applications while maintaining strict confidentiality. This document type is particularly crucial in the German legal context, where specific statutory requirements under the Geschäftsgeheimnisgesetz must be met to ensure trade secret protection. The agreement is commonly used before detailed technical discussions, during evaluation phases of potential collaborations, or when seeking investment or partnerships for invention commercialization. It provides a framework for sharing sensitive technical information while maintaining legal protection and establishing clear obligations for all parties involved.

What sections should be included in a Invention Confidentiality Agreement?

1. Parties: Identification of the disclosing party (inventor/company) and receiving party, including full legal names and addresses

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

3. Definitions: Key terms including 'Confidential Information', 'Invention', 'Technical Information', 'Purpose', and 'Affiliated Companies'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information related to the invention, including technical specifications, drawings, and know-how

5. Obligations of Confidentiality: Specific duties of the receiving party regarding the protection and non-disclosure of the confidential information

6. Permitted Use: Authorized purposes for which the confidential information may be used

7. Security Measures: Required technical and organizational measures for protecting the confidential information

8. Return or Destruction of Information: Procedures for handling confidential information upon termination or request

9. Duration and Termination: Term of the agreement and confidentiality obligations, including post-termination obligations

10. Breach and Remedies: Consequences of breach, including injunctive relief and damages

11. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes

What sections are optional to include in a Invention Confidentiality Agreement?

1. Employee and Subcontractor Obligations: Additional provisions for cases where receiving party needs to share information with employees or subcontractors

2. Patent Rights: Specific provisions regarding potential patent applications and rights, used when the invention may be patentable

3. Export Control: Provisions for compliance with export control laws, needed when the invention involves controlled technology

4. Reverse Engineering Prohibition: Explicit prohibition of reverse engineering, particularly important for technical inventions

5. Prior Agreements: Reference to and coordination with any existing agreements between the parties, if applicable

6. Third Party Disclosure: Procedures for mandatory disclosures to government authorities or under legal process

7. Data Protection: GDPR compliance provisions if personal data is involved in the confidential information

What schedules should be included in a Invention Confidentiality Agreement?

1. Schedule 1 - Description of the Invention: Detailed technical description of the invention and related confidential information

2. Schedule 2 - Authorized Personnel: List of individuals authorized to access the confidential information

3. Schedule 3 - Security Protocols: Specific security measures and protocols to be implemented

4. Schedule 4 - Permitted Purpose Details: Detailed description of the authorized uses of the confidential information

5. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertakings to be signed by employees or subcontractors

Authors

Alex Denne

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

Jurisdiction

Germany

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions






























Clauses






























Relevant Industries

Technology

Manufacturing

Pharmaceuticals

Biotechnology

Engineering

Automotive

Aerospace

Chemical Industry

Medical Devices

Software Development

Electronics

Telecommunications

Research & Development

Clean Technology

Industrial Automation

Relevant Teams

Legal

Research & Development

Intellectual Property

Engineering

Product Development

Innovation

Technology Transfer

Compliance

Business Development

Scientific Affairs

Relevant Roles

Chief Technology Officer

Research Director

Patent Attorney

Innovation Manager

R&D Manager

Technical Director

Intellectual Property Manager

Legal Counsel

Product Development Manager

Chief Scientific Officer

Investment Manager

Technology Transfer Officer

Engineering Director

Business Development Manager

Compliance Officer

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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