"The assignor has agreed to assign to the Company all of his intellectual property rights and title, interest in and to assigned rights relating to the business, technologies, software, products and services of the Company on the terms set out in this Deed."

I have joined a startup and have been asked to sign a "Deed of assignment of intellectual property" document. My specific question is that does it mean whatever IP I owned till today automatically becomes their property?

There is another clause: "To the extent that the Assignor owns (or if applicable owned) Intellectual Property Rights in the Assigned IP, the Assignor assigns to the Company (or if applicable confirms the assignment to the Company of) all of his or her right, title and interest in the Assigned IP."

I do not understand the legal stuff. I own a domain name and a patent. I also plan to own a company in a few years and am working towards it. Does it mean all that I develop in my personal time will belong to this company?

Full deed copy: https://simmondsstewart.com/template/ip-assignment-2016-09-16.pdf

  • What makes you miss the "relating to the business, technologies, software, products and services of the Company" part? Clearly they don't mean all at all but just what's related to them. – Greendrake Jul 18 at 10:00
  • Even if it were related to the business of the company, why should I give my IP for free to a company which has given me a 3-month internship? – kosmos Jul 18 at 12:37
  • The business is quite wide and that is all I learnt in university. That is my trade. – kosmos Jul 18 at 12:40
  • Who says you should? You are free not to sign and walk away (and it is probably a good idea as they want too much for a 3-month internship). – Greendrake Jul 18 at 12:45
  • This document is intended for use by company founders who are collectively pooling IP they each developed prior to starting the company. It is to be sure that the starting point technology they intentionally bring to the table will belong to the newly formed company. – George White Aug 11 at 3:59

I’m going to answer the headline question “Unable to understand this text in a deed of assignment of intellectual property” because the body is way off-topic as seeking legal advice.

Don’t sign anything you don’t understand! Ever!

Legally signing something means 3 things:

  1. I’ve read it
  2. I understand it
  3. I agree with it

If you don’t, don’t sign it.

You need to get someone who does understand it to explain it to you until you do understand it. Because the act of explaining a contract is legal advice, that person has to be someone authorised to practice law i.e. a lawyer.

  • Unfortunately, I do not have the money to afford a lawyer. – kosmos Jul 18 at 8:25
  • You’ll spend less on your lawyer than you did on your last big night out - pretty cheap insurance – Dale M Jul 18 at 8:40
  • I guess a lawyer will cost $1000. How to find cheaper one? – kosmos Jul 18 at 8:52
  • 1
    Lawyers charge about $300/h - should take half an hour – Dale M Jul 18 at 11:24

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