Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
Employee Proprietary Rights Acknowledgment
This Employee Proprietary Rights Acknowledgment (the “Agreement”) is made and entered into effective as of {{effective_date}} by and between {{company_name}} (the “Company”), a company duly registered in accordance with the laws of {{country_of_incorporation}}, and {{employee_name}} (the “Employee”), residing at {{employee_address}}.
1. Acknowledgment of Company’s Proprietary Rights
The Employee acknowledges that during the course of their employment with the Company, they may have access to, contribute to, or develop proprietary information, intellectual property, and trade secrets (collectively, “Proprietary Rights”) belonging to the Company. The Employee agrees that all such Proprietary Rights, whether developed solely by the Employee or jointly with others, shall be the sole and exclusive property of the Company.
2. Definition of Proprietary Rights
Proprietary Rights include, but are not limited to, inventions, discoveries, designs, formulas, processes, software, algorithms, data, databases, original works of authorship, trademarks, trade names, service marks, goodwill, know-how, concepts, ideas, improvements, developments, research, reports, plans, specifications, drawings, financial information, customer lists, marketing strategies, and any other confidential or proprietary information, whether or not patentable, copyrightable, or registerable.
3. Assignment of Proprietary Rights
The Employee hereby irrevocably assigns to the Company all right, title, and interest in and to any and all Proprietary Rights developed, conceived, or reduced to practice by the Employee, either alone or jointly with others, during the term of their employment with the Company and within the scope of their employment or with the use of Company resources, whether or not during working hours. The Employee agrees to execute any and all documents deemed necessary by the Company to perfect such assignment or to apply for and obtain patents, copyrights, or other registrations in any jurisdiction.
4. Confidentiality Obligations
The Employee agrees to maintain the strictest confidentiality regarding all Proprietary Rights and any other confidential information of the Company, both during and after the term of their employment. The Employee shall not disclose, disseminate, publish, or use such information for any purpose other than for the benefit of the Company, unless expressly authorized in writing by the Company or as required by law.
5. Return of Company Property
Upon termination of employment for any reason, the Employee agrees to immediately return to the Company all documents, records, data, software, equipment, and any other property belonging to the Company, including all copies thereof, whether in physical or electronic form, that are in the Employee’s possession, custody, or control. The Employee further certifies that they have not retained any copies or reproductions of such materials.
6. Non-Disparagement
The Employee agrees that, both during and after their employment, they will not engage in any conduct or make any statements, whether oral or written, that disparage, defame, or otherwise negatively affect the reputation, goodwill, or business interests of the Company or its officers, employees, or products/services.
7. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_country}}, without regard to its conflict of laws principles. The parties agree to submit to the exclusive jurisdiction of the courts of {{governing_law_country}} for the resolution of any disputes arising under this Agreement.
8. Entire Agreement
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, of the parties. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.
Signature Block
IN WITNESS WHEREOF, the parties have executed this Employee Proprietary Rights Acknowledgment as of the Effective Date first written above.
FOR: {{company_name}}
Name: _____________________________
Title: _____________________________
Date: _____________________________
EMPLOYEE:
Name: {{employee_name}}
ID Number: {{employee_id_number}}
Signature: _____________________________
Date: _____________________________
WITNESSES:
1. Name: _____________________________
Signature: _____________________________
Date: _____________________________
2. Name: _____________________________
Signature: _____________________________
Date: _____________________________
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