THIS ASSIGNMENT AGREEMENT is entered into as of this <*> day of <*>, <*> (the
“Effective Date”) between the University of New Brunswick, a University established by a Special
Act of the Legislature of the Province of New Brunswick having an office at the City of Fredericton,
in the Province of New Brunswick (the AUniversity@) and <*> (collectively the “Researchers”).
WHEREAS the Researchers have created certain intellectual property, more specifically described
in Schedule AA@ to this Agreement, and are desirous of entering into this Agreement to obtain
support and assistance from the University to manage and transfer the intellectual property for
commercial use as more particularly described hereinafter;
AND WHEREAS the University is willing to provide such support and assistance to the
Researchers, and is desirous of entering into this Agreement to support the management and transfer
of the intellectual property on the terms and conditions described hereinafter.
NOW THEREFORE IN CONSIDERATION of the foregoing and the covenants and agreements
herein contained the University and the Researchers (the “Parties) hereto agree as follows:
The definitions for terms used in this Agreement are provided hereto.
“Agreement” shall mean this Assignment Agreement, and includes Schedule “A”
and Exhibit 1.
“Improvement” shall mean any improvements, variations, updates, modifications,
and enhancements made or acquired by the Researchers relating to the Technology at
any time after the Effective Date.
“Intellectual Property Right” shall mean any and all patents, trade-marks, trade
names, copyright, industrial designs or design patents, or integrated circuit
topographies acquired under any statute law or act in any country and shall also
include trade secrets, know-how and show-how (a form of IP-manuals, instructions,
etc.), and any and all other related property rights which exist or may in future come
into existence rel