Running head: CONTRACT CLAUSE 1

Contract clause

Name

Institution
CONTRACT CLAUSE 2

Contract clause

Intellectual property (IP) is one of the greatest negotiated representation because of its

unpredictability (Subev, 2015). For example, covering intellectual property required in operating

a business in the case of a short clause, the representation of intellectual property will typically

show that the party: takes an adequate step in protecting its intellectual property, owners have the

licenses that are valid for all the intellectual property. Additionally, the party must have the

necessary, sufficient intellectual property for conducting its business; it must also not carry out

its business in a way that may result in the infringements of the intellectual property of others.

Lastly, the contract clause ensures that no one else infringes the intellectual property rights of the

representing party. According to Subev (2015), the range of clause language and elements is

highly inconsistent in the case of the longer clause. Notice that the clause is rarely organized in a

clear manner. That is to say; they sometimes contain a set of representations that overlap without

any clear indication of the form of intellectual property covered by each reorientation. For this

reason, the proposed clause language and elements are, therefore, an amalgamation of the best

elements of all the analysis of clauses.

Example: Intellectual property to corporation by the founder

THIS CONTRACT is made as of the ------- days of --------, 20------.

BETWEEN:

(NAME OF THE CORPORATION) governed by the laws of the country

-and-

(NAME OF FOUNDER or the assignor)

CONTRACT CLAUSE 3

RECITALS

A- The assigner held or was the owner of the property rights at the time of the incorporation

of the corporation.

B- The assignor is acutely aware that the corporation respects the property rights of the third

party. Therefore, the corporation does not desire acquisition of any confidential

information or trade secrets of the third parties.

C- The assignor with the (Founder’s names) are the collective founders of the corporation.

D- Both the corporation and the founder agrees that the intellectual property’s assignment

was owned or held in any manner or form whatsoever by each of the founders.

Considering the sum of --------- and other valuable consideration and goods the assignor

and the corporation hereby agree that:

a). The Assignor agrees that he/ she will benefit from the assignment of the intellectual

property.

b). The Assignor at this moment assigns sells, and transfers unto the corporation, all its title,

rights in and to the intellectual property owned or created. The Assignor at this time grants a

non-exclusive, perpetual, royalty-free, manufacture, irrevocable, sublicense, modify, sell and

use of such non-assignable intellectual property to the extent that the IP is not transferable or

assignable to the corporation.

IN WITNESS WHEREOF

----------------- ------------------------- ---------------------------

Witness (Name of founder) (Name of Corporation)

CONTRACT CLAUSE 4

By: -----------------------

Name:

Title:

The best possible remedies in the event the contract was breached in this case include

specific performance, an award of damages, restitution, and rescission. The assignor will have to

award all the damages to the corporation. According to Subev (2015), actual damages or the

compensatory damages will apply in this scenario in case there is a claim of a breach of contract.

Notice that a breach of contract must first be proved before the application of any form of

remedies. The amount awarded is intended to either replace or make good the loss caused by the

breach (Subev, 2015). In summary, the non-breaching party enjoys the refund made to the

breaching party. Additionally, it is entitled to the reimbursement of any expense incurred during

the transaction.
CONTRACT CLAUSE 5

References

Subev, S. (2015). Arbitration Clause In A Contract For Public Procurement. International

Conference KNOWLEDGE-BASED ORGANIZATION, 21(2).

http://dx.doi.org/10.1515/kbo-2015-0088