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Patent Transfer Agreement
I need a Patent Transfer Agreement under Danish law for transferring a pharmaceutical patent portfolio from our Danish subsidiary to our parent company in Germany, with completion planned for March 2025 and including provisions for ongoing technical support.
1. Parties: Identification of the transferor and transferee with full legal names and addresses
2. Background: Context of the agreement, including brief description of the patent(s) and purpose of the transfer
3. Definitions: Definitions of key terms used throughout the agreement
4. Patent Rights: Detailed description of the patent rights being transferred
5. Transfer and Assignment: Core provisions effecting the transfer of the patent rights
6. Consideration: Details of the payment or other consideration for the transfer
7. Warranties and Representations: Warranties regarding ownership, validity, and non-infringement of the patents
8. Further Assurance: Obligations to execute additional documents and assist with transfer formalities
9. Tax and Costs: Allocation of tax liabilities and transaction costs
10. Confidentiality: Provisions regarding confidential information exchange
11. Governing Law and Jurisdiction: Specification of Danish law and jurisdiction
12. Execution: Signature blocks and execution formalities
1. Regulatory Compliance: Required when the patent transfer needs specific regulatory approvals or notifications
2. Employee Rights: Needed when the patent originated from employee inventions
3. Ongoing Technical Support: Include when the transferor will provide continued technical assistance
4. Competition Law Compliance: Required for transfers that might have competition law implications
5. Tax Indemnity: Include when specific tax risks need to be allocated
6. Foreign Registration: Required when the patent has international registrations
7. Knowledge Transfer: Include when transfer of associated know-how is part of the deal
8. Existing Licenses: Required when there are existing licenses that need to be addressed
1. Schedule 1 - Patent Specifications: Detailed technical specifications and registration numbers of all patents being transferred
2. Schedule 2 - Payment Terms: Detailed payment schedule, including any milestone payments or royalties
3. Schedule 3 - Existing Encumbrances: List of any existing licenses, security interests or other encumbrances
4. Schedule 4 - Transfer Forms: Official patent transfer forms required for registration
5. Schedule 5 - Related Rights: Details of any related rights, know-how or technical information included in the transfer
6. Appendix A - Due Diligence Results: Summary of patent due diligence findings and any identified issues
7. Appendix B - Regulatory Approvals: Copies or details of required regulatory approvals
Authors
Technology
Pharmaceuticals
Biotechnology
Manufacturing
Engineering
Chemical Industry
Medical Devices
Software Development
Telecommunications
Research and Development
Clean Technology
Industrial Design
Legal
Intellectual Property
Research and Development
Corporate Development
Technology Transfer
Innovation
Compliance
Executive Leadership
Business Development
Patent Administration
Technical Documentation
Intellectual Property Lawyer
Patent Attorney
Legal Counsel
Chief Technology Officer
Research Director
Innovation Manager
Patent Manager
Chief Legal Officer
Corporate Counsel
Technology Transfer Officer
IP Portfolio Manager
Research Scientists
Chief Executive Officer
Business Development Director
Licensing Manager
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