Intellectual Property, Licence and Background IP
An assignment of copyright that does not state its duration lapses into a five-year grant, and one the assignee does not exercise for a year is deemed to have lapsed altogether; both are in s.19 and both are avoidable in a sentence.
- 7 pages
- 37
- Word and PDF
- 14 September 2026
The 3 formats inside
- 1Intellectual property, ownership and assignment clause setwith the s.19 formalities that make it stickOn its own₹149
- 2Licence grant, clause set across the five variablessoftware, trade mark and technologyOn its own₹149
- 3IP indemnity, remedy ladder and open source, clause setwith the exclusions a customer should concedeOn its own₹149
Read the opening
The first part of “Intellectual property, ownership and assignment clause set”, as it downloads. Blanks are highlighted.
12. INTELLECTUAL PROPERTY
12.1 Definitions. “Background IP” means Intellectual Property Rights owned or licensed by a Party which existed before the Effective Date or which are created after it otherwise than in the course of performing this Agreement, together with all modifications and improvements to them. “Foreground IP” means all Intellectual Property Rights created, developed or first reduced to practice in the course of performing this Agreement, whether by a Party alone or jointly, including those subsisting in the Deliverables. “Third-Party IP” means Intellectual Property Rights owned by a person who is not a Party or an Affiliate of a Party.
12.2 Background IP. Each Party retains all right, title and interest in its Background IP. Nothing in this Agreement transfers any Background IP. The Supplier’s Background IP is listed in Part 1 of Schedule [Schedule number: intellectual property]; an omission from that list does not of itself make an item Foreground IP, but the Supplier bears the burden of establishing that an item claimed as Background IP existed before the Effective Date or was created independently of this Agreement.