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Transfer Of Intellectual Property Agreement Template for Malaysia

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Key Requirements PROMPT example:

Transfer Of Intellectual Property Agreement

"I need a Transfer of Intellectual Property Agreement under Malaysian law to transfer all software patents, source code, and related IP from my tech startup to a major multinational corporation, with completion planned for March 2025 and including provisions for transitional technical support."

Document background
The Transfer Of Intellectual Property Agreement is a crucial document used when transferring ownership of intellectual property assets in Malaysia. It is commonly required during business acquisitions, corporate restructuring, or strategic IP portfolio management. The agreement must comply with Malaysian intellectual property laws, including the Patents Act 1983, Trade Marks Act 2019, and Copyright Act 1987, among others. It typically includes detailed descriptions of the IP being transferred, warranties of ownership and non-infringement, transfer mechanisms, and registration requirements with relevant Malaysian authorities. This document is essential for ensuring clear chain of title and protecting both parties' interests in IP transfer transactions.
Suggested Sections

1. Parties: Identification of the transferor and transferee, including full legal names, registration numbers, and addresses

2. Background: Context of the transfer, brief description of the IP, and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement, including specific IP-related terminology

4. Transfer of Intellectual Property: Core provision detailing the transfer of ownership and all associated rights

5. Consideration: Details of payment or other consideration for the IP transfer

6. Warranties and Representations: Transferor's warranties regarding ownership, right to transfer, and non-infringement of third-party rights

7. Completion: Details of when and how the transfer will be completed, including any registration requirements

8. Further Assurance: Obligation to execute additional documents and take necessary steps to perfect the transfer

9. Confidentiality: Obligations regarding confidential information disclosed during the transfer process

10. Tax and Costs: Allocation of tax liabilities and transfer-related costs

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

Optional Sections

1. Transitional Provisions: Used when there's a need for a phased transfer or ongoing cooperation during transition

2. Licensed Back Rights: Include when the transferor needs to retain certain usage rights to the transferred IP

3. Employee and Contractor Obligations: Required when the IP involves rights created by employees or contractors

4. Moral Rights: Necessary for copyright works where moral rights need to be addressed

5. Competition Compliance: Include when the transfer might have competition law implications

6. Future Rights: Used when future improvements or developments need to be addressed

7. International Registration: Include when the IP has international registrations or protection

8. Technical Support: Required when post-transfer technical assistance is needed

Suggested Schedules

1. Schedule 1 - Intellectual Property Details: Comprehensive list and description of all IP being transferred, including registration numbers

2. Schedule 2 - Existing Licenses and Agreements: List of all existing licenses, agreements, or encumbrances affecting the IP

3. Schedule 3 - Transfer Documents: Forms and documents required for recording the transfer with relevant IP offices

4. Schedule 4 - Payment Terms: Detailed payment schedule and mechanisms if payment is in installments

5. Schedule 5 - Completion Requirements: Checklist of actions required to complete the transfer

6. Appendix A - IP Documentation: Copies of registration certificates and other relevant IP documentation

7. Appendix B - Chain of Title: Documentation showing chain of ownership of the IP up to the transfer

Authors

Alex Denne

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

Relevant legal definitions




























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Relevant Industries

Technology and Software

Manufacturing

Pharmaceuticals

Biotechnology

Creative Industries

Media and Entertainment

Research and Development

Consumer Products

Industrial Design

Fashion and Luxury Goods

Electronics

Telecommunications

Education and Training

Professional Services

Healthcare

Relevant Teams

Legal

Intellectual Property

Research and Development

Innovation

Corporate Affairs

Business Development

Compliance

Finance

Technology Transfer

Commercial Operations

Company Secretariat

Relevant Roles

Chief Legal Officer

Intellectual Property Counsel

Legal Director

Corporate Lawyer

IP Portfolio Manager

Research and Development Director

Chief Technology Officer

Innovation Manager

Business Development Director

Licensing Manager

Chief Executive Officer

Chief Financial Officer

Commercial Director

Company Secretary

Compliance Officer

Technology Transfer Officer

Patent Attorney

Trademark Attorney

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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