Fueling discovery with data.

GENOMA BIOINFORMATICS LLC
INTELLECTUAL PROPERTY (IP) ASSIGNMENT AGREEMENT
Effective Date: [Insert Date]

This Intellectual Property Assignment Agreement (“Agreement”) is entered into by and between:
Genoma Bioinformatics LLC (“Company”), located at [Genoma Bioinformatics], and
[Creator’s Name] (“Creator”), located at [Creator’s Address].

The parties agree as follows:

1. Assignment of Intellectual Property

  1. Definition of IP: “Intellectual Property” includes all inventions, designs, algorithms, software, data, and other creations made by the Creator during the course of their work with the Company.
  2. Assignment: The Creator hereby assigns to the Company all rights, title, and interest in and to the Intellectual Property, including all patents, copyrights, trademarks, trade secrets, and other proprietary rights.

2. License to Creator

  1. Retained Rights: If the Creator retains any rights in the Intellectual Property, they grant the Company a perpetual, royalty-free, worldwide license to use, modify, and distribute the Intellectual Property.
  2. No Restrictions: The Creator agrees not to impose any restrictions on the Company’s use of the Intellectual Property.

3. Confidentiality

  1. Obligations: The Creator agrees to keep the Intellectual Property confidential and not disclose it to any third party without the Company’s prior written consent.
  2. Exceptions: This obligation does not apply to information that is or becomes publicly available through no fault of the Creator.

4. Consideration

In exchange for the assignment of Intellectual Property, the Creator will receive [Insert Consideration, e.g., “their regular salary,” “a one-time payment of $X,” or “equity in the Company”].

5. Representations and Warranties

The Creator represents and warrants that:

  1. They are the sole owner of the Intellectual Property and have the right to assign it to the Company.
  2. The Intellectual Property does not infringe on the rights of any third party.

6. Governing Law

This Agreement is governed by the laws of the State of Nebraska, without regard to its conflict of law principles.

7. Miscellaneous

  1. Entire Agreement: This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements or understandings.
  2. Amendments: Any amendments to this Agreement must be in writing and signed by both parties.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.

Genoma Bioinformatics LLC
By: ___________________________
Name:
Title: Owner
Date: ___________________________

[Creator’s Name]
By: ___________________________
Name: _________________________
Title: _________________________
Date: ___________________________