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Patent Assignment
This Patent Assignment (the “Agreement”) is made and effective this 4th day of April, 2019,
BETWEEN:
Hanna Westcott (the 'Assignor'),
an individual with her main address at:
777 South Figueroa Street, Suite 3307, Salt Lake City, Utah 43230
AND:
Wood Crapo LLC (the 'Assignee'),
a corporation organized and existing under the laws of the California with its head office located at:
2500 Terminal Tower, 50 Public Square, Sacramento, California 46107
WHEREAS, Assignor, has invented a certain new and useful invention (the “Invention”)and Assignor holds a patent related thereto, both of which are described in Exhibit A (the “Patent”); and WHEREAS, Assignee, wishes to acquire the entire rights, title, and interest in the Invention and the Patent; NOW, the parties agree as follows: 1. ASSIGNMENT Assignor does hereby irrevocably assign to Assignee all rights, title, and interest (including but not limited to, the patent claims, all rights to prepare derivative works, all goodwill and all other rights), in and to the Patent and the Invention. 2. CONSIDERATION In consideration for the assignment set forth in Section 1, Assignor shall pay Assignee the sum of [AMOUNT], payable on [DATE]. 3. REPRESENTATIONS AND WARRANTIES Assignor represents and warrants to Assignee:
4. ATTORNEY'S FEES Should either party hereto, or any heir, personal representative, successor or assign of either party hereto, resort to litigation to enforce this Agreement, the party prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorneys' fees and costs in such litigation from the party against whom enforcement was sought. 5. ENTIRE AGREEMENT This Agreement, contains the entire understanding and agreement between the parties hereto with respect to its subject matter and supersedes any prior or contemporaneous written or oral agreements, representations or warranties between them respecting the subject matter hereof. 6. AMENDMENT This Agreement may be amended only by a writing signed by both parties. 7. SEVERABILITY If any term, provision, covenant or condition of this Agreement, or the application thereof to any person, place or circumstance, shall be held by a court of competent jurisdiction to be invalid, unenforceable or void, the remainder of this Agreement and such term, provision, covenant or condition as applied to other persons, places and circumstances shall remain in full force and effect. 8. AGREEMENT TO PERFORM NECESSARY ACTS Assignee agrees to perform any further acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Agreement. 9. GOVERNING LAW This Agreement shall be construed in accordance with, and all actions arising hereunder shall be governed by, the laws of the State of [STATE/PROVINCE]. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.
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