DEED OF ASSIGNMENT OF PATENT APPLICATION
The company XYZ B.V., a limited liability company duly
incorporated and existing under the Laws of Netherlands and with registered
office located at ………………….., Netherlands (hereinafter the “Assignor ”)
and
the company, …………… S.p.a., with registered office located at …………., referred as
“Assignee”)
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WHEREAS
- Assignor has invented
certain products (hereafter: the “Invention”) as described in the patent
application and supplements thereto (thereafter: the “Application”) as attached
to and made part of this deed as exhibit A, which patent (hereinafter the
“Patent”), once granted, will extend itself in the first instance to the
- The application for the
Patent has been filed with the Dutch Bureau for industrial Property, situated
in Rijswijk, The Netherlands on …………., and has been granted by the latter the
application number …………….;
- Parties have agreed upon a
purchase of the entire right, title and interest in the invention and
consequently in the patent, once granted by Assignee from Assignor against the
consideration and against the condition set forth
THEREFORE, in consideration of the premises
and intending to be legally bound, Assignor and Assignee hereby agree as follows:
Article 1. Scope of the Assignment and Authorisation
1.1 Assignor
hereby sells, assigns and transfers to Assignee the full and executive right,
title and interest in and to said Letters Patent which may be granted therefore
in the
1.2 Assignor shall authorise and request the
aforementioned Dutch Bureau for Industrial Property to issue the Patent applied
for with the application to the Assignee, as the assignee of the
entire right, title ad interest in and to the same, for its exclusive use and
benefit, and for the use and benefit of its legal representatives, to the full
end of the term for which said Patent may be granted. The costs for the
necessary amendment in the Application, being EURO ………, will
be for the account of the Assignor.
1.3 If requested, and upon specific agreement, Assignor may
provide Assignee with the technical documents and information needed to
implement the Invention.
Article 2. Ownership and
Exclusivity
2.1 Assignor hereby declares and ensures to be
the sole and exclusive owner of the Patent Application, and ensures that it has
not transferred, assigned or sold and that it will not transfer, assign and
sell the Patent Application to any other person, company or legal entity,
neither directly nor indirectly.
IN WITNESS WHEREOF. The Assignor and
the Assignee have signed or caused to be signed the present Deed in duplicate.
In
__________________________________
(Assignor)
In....................... This ..................of........ ............2005
__________________________________
(Assignee)