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Confidentiality And Intellectual Property Assignment Agreement Template for Ireland

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Confidentiality And Intellectual Property Assignment Agreement

I need a Confidentiality and Intellectual Property Assignment Agreement for our Dublin-based software company to use with freelance developers who will be working on our AI platform starting March 2025, with special attention to source code protection and algorithm ownership.

Document background
The Confidentiality And Intellectual Property Assignment Agreement is a crucial legal document used in Ireland when engaging employees, contractors, or consultants who will create intellectual property or have access to confidential information during their engagement. This agreement serves two primary purposes: protecting sensitive business information and ensuring the company obtains ownership of any intellectual property created during the engagement. It's particularly important in the Irish context, where intellectual property rights are governed by various national and EU regulations. The agreement should be implemented at the start of any working relationship where IP creation or access to confidential information is involved, and it needs to comply with Irish employment law, data protection regulations, and intellectual property legislation. This document is essential for businesses wanting to maintain their competitive advantage and protect their intellectual assets while operating under Irish jurisdiction.
Suggested Sections

1. Parties: Identifies and defines the contracting parties (typically the company and the individual/contractor)

2. Background: Sets out the context of the agreement, including the relationship between the parties and purpose of the agreement

3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Intellectual Property Rights', and 'Created Works'

4. Confidentiality Obligations: Details the obligations to maintain confidentiality, permitted uses of confidential information, and security measures required

5. Intellectual Property Assignment: Comprehensive assignment of all IP rights created during the engagement, including future rights

6. Moral Rights Waiver: Waiver of moral rights in relation to works created under the agreement

7. Further Assurance: Obligation to execute additional documents and assist with IP registration if needed

8. Warranties and Representations: Warranties regarding ownership and right to assign IP, non-infringement of third-party rights

9. Duration and Survival: Term of the agreement and which provisions survive termination

10. Return of Confidential Information: Obligations regarding return or destruction of confidential information

11. Governing Law and Jurisdiction: Specifies Irish law as governing law and Irish courts' jurisdiction

12. General Provisions: Standard boilerplate clauses including severability, entire agreement, and notices

Optional Sections

1. Third Party Rights: Include when the agreement needs to address rights of third parties, such as client companies or group companies

2. Non-Competition: Include when requiring restrictions on competing activities (subject to Irish competition law)

3. Data Protection: Include when personal data processing is involved, ensuring GDPR compliance

4. Source Code Escrow: Include for software-related agreements where source code protection is crucial

5. Export Control: Include when the technology or information may be subject to export control regulations

6. Pre-Existing IP: Include when the assignor needs to retain certain pre-existing IP rights

7. Publication Rights: Include for academic or research-related agreements where publication rights need to be addressed

Suggested Schedules

1. Schedule 1 - Confidential Information: Detailed list or categories of confidential information covered by the agreement

2. Schedule 2 - Assigned Intellectual Property: Specific list of IP being assigned, including patents, copyright works, designs, etc.

3. Schedule 3 - Pre-Existing IP: List of any IP explicitly excluded from the assignment

4. Schedule 4 - Approved Third Party Disclosures: List of third parties authorized to receive confidential information

5. Appendix A - Form of IP Assignment Notice: Template for formal IP assignment notices required for specific IP rights

6. Appendix B - Security Measures: Detailed security protocols for handling confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ 黑料视频 | 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

Software Development

Biotechnology

Pharmaceutical

Research and Development

Creative Industries

Financial Services

Manufacturing

Professional Services

Healthcare

Education

Media and Entertainment

Telecommunications

Engineering

Artificial Intelligence

Consulting

Relevant Teams

Legal

Human Resources

Research and Development

Information Technology

Product Development

Innovation

Engineering

Design

Content Creation

Intellectual Property

Information Security

Data Science

Software Development

Technical Operations

Professional Services

Relevant Roles

Software Developer

Research Scientist

Product Manager

Design Engineer

Content Creator

Technical Consultant

Data Scientist

Creative Director

System Architect

UX Designer

Project Manager

Business Analyst

Innovation Manager

R&D Engineer

Technical Writer

AI Engineer

Biotechnology Researcher

Industrial Designer

Solutions Architect

Patent 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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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