Assignment of intellectual property by way of security
Assignment of intellectual property by way of security

The following IP guidance note provides comprehensive and up to date legal information covering:

  • Assignment of intellectual property by way of security
  • Parties
  • Background
  • The ScheduleIntellectual Property Rights
  • Part A: Patents and Patent Applications
  • Part B: Trade Marks and Trade Mark Applications
  • Part C: Registered Designs and Applications for Registered Designs
  • Part D: Copyright Works and Unregistered Designs
  • Part E: Other Intellectual Property of the Assignor
  • Part F: Intellectual Property Licences

This Assignment is made as a deed on [date].

Parties

  1. 1

    [Assignor], a company incorporated in [England and Wales] with company number [number] and having its registered office at [address of Assignor] (the Assignor); and

  1. 2

    [Security Agent], as agent and trustee for itself and each of the Secured Parties (as defined below) appointed pursuant to the terms and conditions set out in the Intercreditor Agreement (the Security Agent).

Background

  1. (A)

    The Assignor and Security Agent desire that the Intellectual Property Rights be assigned by the Assignor to the Security Agent on the terms set out in this Assignment in accordance with the provisions of the Finance Documents (as defined herein).

The parties agree:

  1. 1

    Interpretation

    1. 1.1

      Definitions

    2. Save as otherwise provided in this Assignment, the following words and phrases have the following meanings throughout this Assignment:

      [Acceleration Event

      1. has the meaning given to it in the [Intercreditor OR Facility] Agreement;]

      Collateral

      1. means all the assets of the Assignor which from time to time are the subject of the Security [and the trusts created hereby];

      Default Rate

      1. means a rate of interest determined in accordance with clause [insert clause number] of the Facility Agreement;

      [Event of Default

      1. has the meaning