Assignment and Ownership of Trade Secrets and Know-How Clause Samples
The "Assignment and Ownership of Trade Secrets and Know-How" clause establishes that any trade secrets or proprietary knowledge developed or acquired during the course of an agreement are legally owned by a specified party, typically the employer or commissioning entity. This clause often requires that employees, contractors, or collaborators formally transfer any rights or claims they may have to such confidential information, ensuring that all innovations, processes, or technical knowledge remain with the designated owner. Its core function is to prevent disputes over intellectual property by clearly defining ownership and ensuring that valuable business information is protected and controlled by the intended party.
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Assignment and Ownership of Trade Secrets and Know-How. (a) Global Brands hereby (and hereby causes its and their Affiliates and Subsidiaries to) irrevocably assigns, transfers, conveys and delivers to Group Brands all of Global Brands’ (and its and their Affiliates and Subsidiaries) right, title and interest in and to the Group Brands Trade Secrets and Know-How, including all priority rights under applicable international, multilateral and bilateral treaties and conventions. The right, title and interest is to be held and enjoyed by Group Brands as fully and exclusively as it would have been held and enjoyed by Global Brands had this assignment not been made. Group Brands shall have all benefits, privileges, causes of action, claims and remedies arising out of or relating to the Group Brands Trade Secrets and Know-How, the exploitation thereof, and the use and ownership of any of the Group Brands Trade Secrets and Know-How, including but not limited to: (i) any and all remedies against and for past, present or future misappropriation or unauthorized disclosure of the Group Brands Trade Secrets and Know-How; and (ii) any and all rights to enforce, settle any disputes and retain all proceeds from any such actions. Except as set forth in this Agreement, Global Brands shall be relieved of all future obligations relating to the Group Brands Trade Secrets and Know-How as a result of the Separation.