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4 Maintenance of Licensed Intellectual Property. Intellectual Property Assignment Agreement. Definition of intellectual property rights. 3 through 25. 4 minutes. This Agreement may only be changed by mutual agreement of authorized representatives of the Parties in writing. The employee can also seek to retain intellectual property that would otherwise transfer to the employer. See full list on template. Jul 29, 2019 · What follows below is a simple confidentiality agreement for you to use as you desire. Intellectual Property Escrow Agreement. In order to be considered a trade secret, information that confers an economic advantage must also be the subject of reasonable efforts to maintain the information’s secrecy. It will identify the ideas, creations, and anything else the creator wants to protect, and will usually specify a timeframe for how Intellectual Property Security Contract (Simple) This legal template is a basic contract that outlines the terms and conditions for securing intellectual property rights under United States law. A material transfer agreement (MTA) is a legal contract Jan 4, 2024 · An Intellectual Property Release Agreement (sometimes just called a "Release") is a document by which someone releases something they created - like a work of art, writing, or a film - and gives away all the rights to someone else. May 16, 2024. This Intellectual property agreement is entered into on (date) and will be effective from the same date May 21, 2024 · Governing Law and Dispute Resolution. 1 Licenses and Intellectual Property Ownership. Size: 7 to 11 pages. We can draft the following types of intellectual property agreements: intellectual property licence agreement; agreement to pay royalties for intellectual property; intellectual property sale agreement IP agreements. , the Company). An assignment of intellectual property agreement is a contract that transfers the intellectual property rights (For example, patents, trademarks, industrial designs, or copyrights. Appointee Intellectual Property Agreement. For more versions of this cl. Under 2. In the event that Parent determines not to pay any or all of the maintenance or renewal fees or annuities applicable to the Licensed Intellectual Intellectual property has been a long discussed and debated topic, that has become more pressing with recent developments in technology. It requires all WTO member countries to adopt in their laws minimum standards of protection for patents, trademarks, copyrights and other IPRs. It has no impact on the ownership. It is a means for companies to safeguard their IP ownership and to guarantee that their proprietary data is not stolen, misused, or violated. 1. Assigning intellectual property is the transfer of the rights of that intellectual property from one party to another, usually for monetary consideration. To refrain from using or disclosing to any by Practical Law Intellectual Property & Technology. If you have any questions about these samples, please contact us. The Employee will not make copies or attempt to recreate the tangible embodiments. The agreement delineates the terms and conditions under which the IP rights 4. The intellectual property rights holder may transfer all or part of their rights. 18 Apr 1, 2020 · Intellectual Property Release Form Free. Additionally, it should outline which assets are considered confidential under the terms of the agreement. INTELLECTUAL PROPERTY AND CONFIDENTIALITY AGREEMENT. Upon termination of this Agreement, the Employee agrees to immediately return all tangible embodiments of the Intellectual Property, including but not limited to data, drawings, documents, and notes developed during the course of the Employee’s employment. 1 and 5. During the formation of a new company a best practice is to assign all relevant intellectual property to the company using the following agreement. and . For example, an IP owner can give others the right to use an intellectual property asset in exchange for a specific fee. A signed NDA sets the legal framework to protect intellectual property and information from being stolen, sold, or shared with third parties, such as business competitors. Intellectual property clause samples. An Intellectual Property Licensing Agreement is a legal document that enables a company (a licensor) to grant the exclusive or non-exclusive use of its intellectual property to another business (a licensee), and also allows the licensor to set out the terms associated with the use of its intellectual property. Clearly, for many businesses intellectual property is much Intellectual property licence agreements. 2. All fees are inclusive of the Value-Added Tax, if applicable. 53 . It is important to ensure that the terms of any assignment This Agreement constitutes the entire agreement with respect to the Confidential Information disclosed herein and supersedes all prior or contemporaneous oral or written agreements concerning such Confidential Information. 4. 5. It's often seen as the backbone of a business, protecting the ideas, innovations, and creativity that go into many of the world's top products and services. This BRAND LICENSE AGREEMENT (this “Agreement”) is entered into as of March , 2011, but is made effective between the parties hereto as of (the “Effective Date”) by and between CNL INTELLECTUAL PROPERTIES, INC. The agreement details which pieces of intellectual property are being transferred to whom and what will happen if one party breaches the contract. The rights provided in this royalty agreement template list the specific rights being assigned (licensed) to the Grantee (as licensee), for which the Grantor (licensor) will receive royalties. An intellectual property (IP) assignment agreement is a legal document to retain the intellectual property transferred from employees to their employers. Common examples would include technology and inventions. Pursuant to the IPMA, Lockheed Exhibit (k)(3) FORM OF INTELLECTUAL PROPERTY LICENSE AGREEMENT . Sep 5, 2023 · In the fast-paced world of innovation and creativity, Intellectual Property (IP) Licensing Agreements are the driving force behind the sharing, protection, and monetization of valuable Intellectual Property. Intellectual 2 days ago · Call 1300 544 755 for urgent assistance. Protect your business's intellectual property. Step 5 - Include Confidentiality Clauses. Aug 4, 2023 · Confidentiality and intellectual property assignment agreements play a vital role in protecting a company's precious assets. ) from the creator to another entity. FREE 10+ Intellectual Property Agreement Samples. , a Maryland corporation (“CCT B during the term of this Agreement (“Joint Intellectual Property”), will be the joint property of and the entire right, title and interest is hereby assigned jointly to Company-A and Company Apr 13, 2024 · Size 6 to 9 pages. 2. The terms of this Agreement shall prevail in the Technology transfer licensing agreements. The Client will own all intellectual property created by the Service Provider. Anna Ward. This type of agreement is used in situations where the creator is okay with the having no control over Jan 1, 2024 · IP clauses make it clear in license agreements that the only IP rights that will be exchanged are any that are licensed in the License Grant clause. In particular, pay attention to the extent of use permitted by the license and the way you An intellectual property assignment agreement should be used whenever transferring the rights in intellectual property ( IP ). The most common for SMEs is where an individual has done work for a company as a consultant without using a consultancy agreement with the result that the Once you have completed the customization of your IP agreement template, the agreement should be reviewed by the parties involved. Generally, you shouldn't describe an invention in an NDA to ensure that the evaluator can't read the agreement, gain knowledge about your invention, and refuse to sign. Intellectual Property Release Form. An intellectual property license agreement, or IP license agreement, is a legal document which allows one party to utilize the other party's intellectual property, which can include patents, trademarks, copyrights, and trade secrets. Intellectual Property clauses indicate who will own any inventions, work product, and other intellectual property created, used, or disclosed under the agreement. This guide to intellectual property will help you understand what intellectual property is, what kind you might have, and what you need Intellectual property licence agreements. This is a simple Sales Contract template directed between between two parties that covers a variety of agreements for the seller and buyer to comply with in order to proceed. The sample clause here is for employment agreements and is drafted in favor of the Employer. In a royalty agreement, the licensor grants the licensee the right to use, produce, or sell a specific Jun 2, 2022 · If you need a lawyer to help your business with an intellectual property agreement or clause, contact us today and speak with an online lawyer. Section 3. 7, TSI Contractor has elected to enter into an Intellectual Property Escrow Agreement, dated as of the Effective Date, for escrowing TSI Contractor’s Intellectual Property and Third Party Intellectual Property, in the form attached hereto as Exhibit With IP assignement and IP licensing, IP owners can also use your IP rights to create additional revenue streams by selling them out, giving others a permission to use them, and establishing joint ventures or other collaboration agreements with others who have complementary assets. An Intellectual Property Licensing Agreement is a document that grants a party the permission to use another party's work of intellectual property, such as invention, copyright, formulas, design, patterns, process, trade name, trade mark, etc. (c). Sales Contract Template. When working on a Licensing Agreement, make sure to specify the terms of the license plainly and unambiguously. Licensors can own a copyright, trademark, patent, service mark, trade secret, know-how, or other IP. Whether you are starting a business or running a business, intellectual property is a significant piece of your business’s value. During the Term of this Agreement, Licensor shall retain the sole and absolute right to grant other non-exclusive Licenses for some or all of IP, to other entities not affiliated with Licensee. Create your own custom Intellectual Property Agreement with Jotform Sign to streamline your e-signature collection process. This Intellectual Property Rights Agreement (this “Agreement”) is made and entered into as of June 30, 2000 (“Effective Date”), between Intersil Corporation, a corporation organized under the laws of Delaware (“Parent”) and ChipPAC Limited, a corporation organized under the laws of the British Virgin Islands (“Buyer In accordance with this Agreement, the Licensor grants the Licensee a Non-Exclusive License to use the IP ("License"). When the owner of the work (such as the movie, book, or writing) assigns all of its rights to another person, this Intellectual Property Release Agreement may be used. The Agreement outlines how the Licensor (the person who To give you a sense of how these licenses take shape, we are pleased to provide here a number of illustrative sample agreements. It is a term used in property law. Allegheny and Supply Holdco agree to execute all prepared in a modular format. Fill out the template. A Licensing Agreement is a document used by the owner of a copyright, trademark, or service mark (collectively, "intellectual property"), such as a photograph or illustration, to give permission to another person to use that intellectual property. Mar 25, 2024 · Intellectual property has never been more important. Confidential Information and Invention Assignment Agreement. You can use this free template and send it as a Word doc or a PDF file to smooth out all details pertaining to intellectual property. All Philippine taxes relating to this Agreement shall be borne by the Licensor. Sep 21, 2023 · A Licensing Agreement is a legal document between the Licensor, the person who owns the intellectual property (IP), and the Licensee, or the person receiving a license to use the IP. Sample 1. Step 4 - Detail Compensation and Payment Terms. Jun 10, 2021 · 1) Non-Disclosure Agreement. The agreement can be for commercial or non-commercial use, and in some cases it may also restrict the type of Definition of Intellectual Property. Allegheny and Supply Holdco shall assist each other, at the other’s request and expense, in the procurement and maintenance of the other’s intellectual property rights transferred hereunder. An additional four modules are provided as supplements that . Mar 31, 2024 · Intellectual property description: The licensing agreement should describe the intellectual property that the licensee is being given permission to use. By understanding their importance and crafting a thorough, legally sound agreement, you can safeguard your business's valuable IP and maintain a competitive edge in the marketplace. It is called the Agreement on Trade-Related Aspects of Intellectual Property Rights – the TRIPS Agreement. The giving party (assignor) will transfer the intellectual property in exchange for payment to the receiving party (assignee). It details how a company's confidential information and intellectual property Aug 3, 2023 · Here are some tips for writing effective brand licensing agreements: 1. For purposes of this Agreement, “Intellectual Property” shall mean all ideas, inventions, discoveries, processes, designs, methods, substances, articles, computer programs, and improvements (including, without limitation, enhancements to, or further interpretation or processing of, information that was in the possession of Employee prior to the date of Oct 27, 2023 · A Non-Disclosure Agreement aims to prevent confidential information from being publicly disclosed or used by any parties you share information with. some computer code, or any other piece of intellectual property ("the work") and gives away or transfers all the rights to This IP assignment agreement is simple to customize and use. An artist collaboration agreement is different from a work-for-hire agreement (where one party pays another party to work on an intellectual property project for money and Intellectual property (IP) refers to creations of the mind, such as inventions; literary and artistic works; designs; and symbols, names and images used in commerce. A licensee will not own the IP that is licensed; rather, the licensor will keep the ownership. io. Today IPWatchdog is recognized Assigning intellectual property is the transfer of the rights of that intellectual property from one party to another, usually for monetary consideration. An Intellectual Property Assignment Agreement is a document by which someone releases some intellectual property which they created such as a work of art, a writing, a film. Create, customize, and send your agreement off in Intellectual Property Agreement. In accordance with Sections 25. It covers the protection and ownership of intellectual property assets and provides a simple framework for ensuring their security and proper utilization. These intellectual property licence agreements allow the licensee to use written text, software, images, music, inventions, designs, systems, plans, objects or any other IP in as wide or narrow a range of circumstances as you choose. While the owner of intellectual property may retain exclusive rights to use the item, whether for personal gratification or monetary gain, it is possible for the owner to make money by charging others a fee for using the creative work or invention through the issuance of a “license. Step 3 - Describe the Transfer of Rights. Mutual Non-Disclosure Agreement (Mutual NDA) Share and receive sensitive information. IP can be sold, used to create a new business, integrated with other, existing IP, or contributed to a joint venture. FEES. This also helps to keep individual agreements down to a more manageable size. These terms determine the rights of the licensee: a Oct 15, 2023 · Like other intellectual property, they are considered business assets. This document is for informational purposes only and is not a substitute for seeking legal advice. Sample 1 Sample 2 Sample 3 See All ( 13) Intellectual Property Ownership. The consideration for the agreement is the sale of ownership to the individual assigning the intellectual property. To use all other reasonable means to maintain the secrecy and confidentiality of the confidential information of OWNER. net This Agreement contains no grants to Buyer under any other Intellectual Property Rights of Parent except as provided in Sections 2, 4, 5. This type of agreement ensures that both parties are clear on who owns what, for how long, and their rights as owner or licensee. Subject to the terms and conditions of this Agreement, NantOmics hereby grants to NantHealth a non-exclusive, non-transferable (except in accordance with Section16. Intellectual property covers a broad spectrum of intangible assets, including patents, copyrights, trademarks, trade secrets, and more. – The JV agreement should clearly define any IP that is not contributed and make clear whether any license to such IP is granted to the JV. Oct 4, 2021 · Updated October 04, 2021. For use of the Work as provided in this Agreement, Licensee shall pay Licensor a one-time payment of ________ (₱________) on or before the execution of this Agreement. Drafting Your IP Assignment Agreement. Formats Word and PDF. 4), sublicensable (solely to NantHealth Subsidiaries), worldwide right and license to use, reproduce and distribute any artwork or other marketing Document Overview. There are a number of situations where you may need to do this. Expert tip: Assignment, license and franchising agreements are You still maintain full ownership over the IP. , a Florida corporation (“Licensor”) and CORPORATE CAPITAL TRUST, INC. This Intellectual Property Sale Agreement (the “Agreement” or this “Intellectual Property Sale Agreement”) is made and effective as of Date (the “Effective Date”) by and between Name Of Intellectual Property Seller, a State corporation, with a place of business at Address (individually and collectively referred to as the “Assignor”) and Name Of Intellectual Property Buyer, a Non-Circumvention Agreement. Intellectual property licence agreements. In other words, this type of agreement relinquishes a licensor's rights to their intellectual property to a third party. Your clause should intend to cover every area of IP, whether you have legally May 30, 2024 · Size 10 to 14 pages. usually for a fee. In accordance with this Agreement, Motorola hereby sells, assigns, conveys, transfers and agrees to deliver to Freescale, and Freescale hereby acquires from Motorola and the members of the Motorola Group, all right, title and interest in the United States and throughout the world of Motorola and the members of the Motorola Group in and to the following This Agreement shall remain in force in spite of disclosure of the INFORMATION by OWNER in the form of patent applications, copyright applications, or other disclosures by OWNER. hello@lawgood. The agreement should clearly state who owns the rights to any intellectual property, including logos, trademarks, or copyrights. Take a look at our sample below, to get an idea of what yours will look like. Otherwise, complete this form and we will contact you within one business day. Intellectual property clause for employment contract (long form) Intellectual property clause for employment contract (short form) Intellectual property clause in a consultancy agreement with an individual or service company. Step 1 - Identify the Parties Involved. Last updated 2020-04-01 16:35:21. Keep your business contacts confidential. 1 Protection Of Intellectual Property. Whether you have been tasked with drafting an intellectual property (or IP) agreement, you have been asked to sign an intellectual property agreement An intellectual property assignment agreement is a legal document that facilitates the transfer of IP rights from one party (the assignor) to another (the assignee). Intellectual property can be copyrights, trademarks, patents, and trade secrets. can be added to the agreement as needed: Mar 23, 2016 · A Intellectual Property Agreement is used to assign intellectual property. Beta Tester Non-Disclosure Agreement. A fully executed NDA should be in place before LBNL can share certain information with external parties. 9K downloads. Apr 2, 2019 · An artist collaboration agreement defines the rights and responsibilities between two or more parties who plan to share in the ownership of the overall intellectual property. Apr 5, 2024 · An Intellectual Property Licensing Agreement is a document under which the intellectual property ("IP") rights owner ("Licensor") authorizes another person to use such rights ("Licensee"), in exchange for a payment, known as a "Royalty". Practice Tip: Include a requirement in the JV Agreement that neither party, nor the joint venture, nor any third parties, may use another party’s underlying contributed IP independent of the JV. Scope of the license : The licensing agreement outlines how the IP may be used and any limitations that are being imposed on its use. The first two modules, Basic Terms and Conditions. Your Intellectual Property Agreement INTELLECTUAL PROPERTY - The Parties hereby agree that the Employee assigns the Employer all the present and future rights and title, as well as the interest to all intellectual property (hereinafter referred to as “Intellectual Property”) that is created and/or discovered during the term of their employment. Intellectual property ( IP) refers to the ownership of an idea or design by the person who came up with it. IP is protected in law by, for example, patents, copyright and trademarks, which enable people to earn recognition or financial benefit from what they invent or create. e. 1 On or about January 23, 1998, the Advisor executed an Intellectual Property and Confidentiality Agreement, a copy of which is attached to this Agreement as Exhibit A and the terms of which are incorporated herein by reference. Step 2 - Specify the Assigned Intellectual Property. Apr 2, 2024 · A Royalty Agreement is a document used by a person, known as the Grantor, who owns the property interest in intellectual property, such as copyrighted works or patented inventions, to give permission to someone, known as the Grantee who would like to use the property to make a profit. Now is the time to gather signatures from both parties. Therefore, in order for businesses to protect such rights, they enter into NDAs to ensure protection on their end, essentially as Dec 28, 2020 · Los Angeles, CA 90026. Licenses are not considered a sale, transfer, or an assignment. These are flexible contracts that protect your interest and enable a smooth and Jan 15, 2015 · Intellectual Property Licensing Agreements. An intellectual property agreement can refer to a range of different agreements, or even a clause within an agreement. 1, Architect shall (as between Developer and Architect) retain ownership of all proprietary intellectual property rights owned by Architect and developed by it prior to the Effective Date and outside this Agreement (hereinafter referred to as “Architect’s Intellectual Property”), regardless of whether such Jun 20, 2023 · A Non-Disclosure Agreement allows investors, buyers, and other collaborators to make informed decisions without having the right to share or misuse your intellectual property. Download. This IP assignment agreement can be attached as an exhibit to the asset purchase agreement and separately executed and recorded with the US Patent and An IP transfer agreement, also known as an intellectual property assignment, is a legal document that transfers ownership of intellectual property rights from one party to another. While both intellectual property agreements are similar, licensing requires more regulations. This Agreement does not transfer to depositor any ownership or proprietary rights in the Technology or any work or any part thereof, and all right, title and interest in and to the Technology will remain solely with Bank or its subcontractors. 4. May 16, 2024 · The Complete Intellectual Property Agreement Guide. The Granter, upon entering into this agreement will grant the Grantee rights to the Property for use both in the United States and abroad for a A non-disclosure agreement (NDA) is a legal contract between LBNL and one or more parties that protects the confidentiality of intellectual property, technical, and business information. Notwithstanding the provisions of Section 10. A royalty agreement is a contract between two parties, typically a licensor and a licensee, that outlines the terms and conditions for the use of intellectual property, such as patents, copyrights, trademarks, or other proprietary assets. Before including exclusive dealing provisions, however, the licensor should evaluate the extent to which the license or series of licenses will leave open the potential for consumers to adopted as an outcome of the Uruguay Round of the General Agreement on Tariffs and Trade (GATT). The Company and its Subsidiaries own or have obtained valid and enforceable licenses for or can acquire on reasonable terms all material patents, patent applications, copyrights, statutory invention rights, invention disclosures, design rights, inventions, rights in technology and software, data, know-how (including trade secrets and other unpatented and/or unpatentable An intellectual property agreement (or IP assignment contract) allows you to license or assign the intellectual property rights (trademarks, patents, or copyrights) of something to another party. If you are both satisfied with the modified wording of the intellectual property agreement template, then the time has come to obtain signatures. The sample clause here is drafted for service agreements and is in favor of the Client (i. These contract templates are typically used when you want to sell new goods, services, or items that require delivery. This is an agreement between the owner An intellectual property rights transfer agreement is a contract that transfers the intellectual property rights of a licensor to a licensee. A license to Harvard-owned patent rights will be subject to terms and conditions similar to those set forth in the form agreements in the links below. It gives a person certain exclusive rights to a distinct type of creative design, [1] meaning that nobody else can copy or reuse that creation without the owner's permission. 1 Marketing Materials License. These agreements allow the licensee to use written text, software, images, music, inventions, designs, systems, plans, objects or any other intellectual property in as wide or narrow a range of circumstances as you choose. Specifically, intellectual property rights are important for all companies. Intellectual Property Provisions, should be used for all design assignments. A Confidential Information and Invention Assignment Agreement can prevent the loss of such information. A Confidential Information and Invention Assignment Agreement is an agreement between a company and its employees, contractors, consultants, and business partners. It is recommended for you to engage Intellectual Property Rights Agreement is a lawful legal contract that specifies the terms and conditions of utilizing intellectual property assets between two or more people or organizations. An NDA is typically used to: An intellectual property transfer agreement is a document that outlines the terms of any contract between two parties, typically in the context of an employment situation. III. As a reference, this agreement is also known by other names: Architect’s Intellectual Property. Jan 11, 2023 · Intellectual property is a source of revenue. II. Intellectual Property Agreement Template. For a lot of businesses, this type of agreement is crucial. This Agreement can be used for any type of Intellectual Property License including patents, copyrights . Having a written agreement: enabling them to exploit or use the IP as agreed upon. Exhibit 10. This could relate to various forms of IP, including patents, trademarks, copyrights, and trade secrets. ARTICLE III PROTECTION OF INTELLECTUAL PROPERTY. Many colleges and universities have instituted policies unilaterally, while others have adopted policies negotiated between faculties and administrations. 1 Assigned Intellectual Property. policy and substance of patents and other forms of intellectual property. Edit this legal template on Lawrina and get a complete PDF document to proceed with IP matters. An intellectual property (IP) assignment agreement transfers the ownership of a “creation of the mind” to someone else. Mar 31, 2024 · An intellectual property release form is a document used by someone who would like to release intellectual property (IP) they created, such as a work of art, piece of writing, or photograph, and give their rights to that IP to someone else. These are flexible contracts that protect your interest and enable a Jan 1, 2024 · An Intellectual Property NDA is also referred to as a non-disclosure agreement. INTELLECTUAL PROPERTY RIGHTS AGREEMENT . Licensing agreements are legally binding contracts where the owner of intellectual property (IP) in a valuable technology (the licensor), gives someone else (the licensee) permission to use that IP in ways (terms) that are spelled out in the agreement. Sometimes, the agreement can be exclusive, which means only licensee is authorized An intellectual property assignment agreement, also known as an IP assignment agreement, is a written contract that transfers intellectual property rights from one party (the assignor) to another (the assignee). Trade secrets may include formulas, manufacturing assets, customer lists, or sales plans. Start wizard. These are flexible contracts that protect your interest and enable a May 8, 2024 · 3. Rights. Jun 7, 2024 · Intellectual property is a broad categorical description for the set of intangibles owned and legally protected by a company from outside use or implementation without consent. ” measures and procedures to enforce intellectual property rights do not themselves become barriers to legitimate trade; Recognizing, to this end, the need for new rules and disciplines concerning: (a) the applicability of the basic principles of GATT 1994 and of relevant international intellectual property agreements or conventions; Intellectual Property Ownership. A standard short-form intellectual property (IP) assignment agreement for use as an ancillary agreement to an asset purchase agreement. 3. Lockheed Martin and a subsidiary that will be transferred to Splitco will enter into an Intellectual Property Matters Agreement (“IPMA”) in respect of certain intellectual property (including patents, trade secrets, copyrights and know-how) used by the Splitco Business. These negotiated policies have sometimes been within collective bargaining contracts and sometimes Sep 25, 2015 · When licensing intellectual property through distribution agreements, the licensor can often use contracts to restrict distribution channels for competitors. Establish the ownership of assets. First Name (Required) Last Name (Required) Email Address (Required) Phone (Required) Protecting Registered and Unregistered Intellectual Property. It sets out the terms of the transfer. Hours. Protect the latest developments in your product An Intellectual Property Agreement is a type of contract that outlines the terms and conditions of a sale or transfer of rights concerning a piece of intellectual property. Just fill in the blanks and have all parties agree to ensure that conditions are clear and the intellectual property rights are fully identified. The. A non-disclosure agreement, or an “NDA,” is a signed agreement between parties that protects valuable and confidential information, and discourages theft of intellectual property. The transfer of intellectual property rights Dec 28, 2020 · Description: Intellectual Property clauses indicate who will own any inventions, work product, and other intellectual property created, used, or disclosed under the agreement. pu uq xl fh gk mx ga bd az ga