About This Document

This Confidential Information and Invention Assignment Agreement protects a company's intellectual property and proprietary information when hiring employees or contractors.
It ensures that anything created during the engagement belongs to the company and that confidential information is safeguarded during and after the relationship.

Who Should Use This Template

• Companies onboarding new employees or independent contractors, especially in tech, product development, or creative roles

• Startups and small businesses needing to protect inventions, trademarks, code, business plans, or customer lists

• Organizations preparing for venture funding or acquisition, where clear IP ownership is critical

• Founders and hiring managers who want to establish IP rights and confidentiality early and clearly

What the Template Includes

• Acknowledgement of employment or consulting relationship (at-will status)

• Definition and protection of Company Confidential Information

• Assignment of inventions and all intellectual property created during the relationship

• Disclosure requirements for pre-existing inventions (Exhibit B)

• Clear handling of third-party confidential information

• Maintenance of invention records and company property

• Non-solicitation clause preventing poaching of employees or customers post-relationship

• Procedures for returning company property upon termination

• Termination Certification (Exhibit C) to finalize obligations

• Dispute resolution terms and designation of Delaware law as governing jurisdiction

• Editable Word format for easy adaptation

Instructions for Completing the Template

• Insert the Company name throughout the agreement.

• Customize the role of the individual (employee vs. consultant).

• Complete Exhibit A listing any prior obligations the individual has (if none, confirm that in writing).

• Complete Exhibit B if the individual has any prior inventions to exclude (otherwise, check "No inventions or improvements").

• Ensure the individual understands and signs the agreement before starting work.

• Review Exhibit C (Termination Certification) and ensure it is signed upon the individual's departure.

• Keep all signed documents securely in the individual’s personnel or contractor file.

Important Reminder

This document is provided as a template to assist with protecting company confidential information and intellectual property rights. It does not constitute legal advice. Companies should consult a qualified attorney to review and tailor the agreement for specific jurisdictions, business models, and regulatory compliance needs — especially if operating across multiple states or internationally.