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1. Parties: Identifies the employer and employee, including their legal names and addresses
2. Background: Sets out the context of the agreement, including the employment relationship and purpose of the IP agreement
3. Definitions: Defines key terms including Intellectual Property, Confidential Information, Works, Inventions, and other relevant terms
4. Scope of Employment: Defines the employee's role and responsibilities relating to IP creation
5. Ownership of Intellectual Property: Establishes the employer's ownership of IP created during employment
6. Assignment of Rights: Contains formal assignment language transferring all IP rights from employee to employer
7. Disclosure Obligations: Employee's obligations to disclose all IP created during employment
8. Confidentiality Obligations: Requirements for maintaining confidentiality of company IP and trade secrets
9. Assistance and Documentation: Employee's obligations to assist with IP protection and documentation
10. Moral Rights: Addresses the employee's moral rights in relation to created works
11. Post-Employment Obligations: Continuing obligations after employment ends
12. General Provisions: Standard contract clauses including governing law, entire agreement, and amendments
1. Prior IP: Used when employee has existing IP they want to exclude from the agreement
2. Revenue Sharing: Include when the company offers compensation for certain IP developments
3. Academic and Publication Rights: For employees in research or academic roles who need to publish
4. Third Party IP: When employee needs to work with IP owned by third parties
5. Open Source Software: For software developers working with open source components
6. International Rights: When IP protection needs to extend beyond New Zealand
7. Specific Project Provisions: When agreement relates to specific projects or products
1. Schedule 1 - Prior IP: List of employee's pre-existing IP excluded from the agreement
2. Schedule 2 - Approved Outside Activities: List of permitted external activities that may involve IP creation
3. Schedule 3 - IP Protection Procedures: Detailed procedures for documenting and protecting new IP
4. Schedule 4 - Revenue Sharing Terms: Details of any applicable revenue sharing arrangements
5. Appendix A - IP Assignment Form: Template for formal assignment of specific IP items
6. Appendix B - Confidential Information Categories: Detailed list of what constitutes confidential information
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