Cessions and Assignments / Immaterial Property

This section provides a means of documenting routine cessions and assignments. It is important to realise that a cession only transfers personal rights or claims from the cedent to the cessionary. An assignment transfers both rights and obligations under a contract. Forms relating to cessions, assignments and agreements of lease are also to be found in Section 6, Immovable Property / Leases.


Immaterial or intangible or incorporeal property are terms used to refer to copyright, trade secrets, technical knowledge, inventions and trademarks. Such property is often a valuable asset of a business. The existence of such property and the need for its proper protection is, however, not always recognised by businessmen.

The proper protection of incorporeal property requires the services of attorneys and other professionals who specialise in these fields of law. This is one area where the businessman cannot and should not attempt to do things himself. Having said that, however, there are in business certain situations involving incorporeal property for which standardised forms can safely be used. A selection of such forms is contained in this section.

7.1 General Cession.doc
Contains the terms for any cession. The cedent is the person who cedes or transfers the right and the cessionary is the person who receives the right. For cessions of notarial or mortgage bonds or rights to immaterial property, e.g. trademark, copyright or patent, it is suggested you consult an attorney.
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7.2 Assignment.doc
This is the cession and assignment of an agreement. The document transfers both rights and obligations under the agreement.
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7.3 Assignment of Trademarks.doc
This is the cession and assignment of registered trademarks.
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7.4 Notice by Cedent of Cession of Claim.doc
Notifies a debtor of cession of a claim. After receipt of such notice, payment to the cedent does not extinguish the obligation.
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7.5 Cession of Copyright.doc
A cession of copyright in various works, such as literary and artistic works (including drawings and technical drawings).
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7.6 Authorisation to Publish.doc
Permits the use of a particular quotation or picture. The authorisation may be exclusive or non-exclusive and the form provides for both contingencies. In addition, it may well be of use to a company wishing to launch a promotional campaign for a product or a service.
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7.7 Copyright Licence.doc
To be used when a copyright holder wishes to license the use of copyright material. It is illegal and a criminal offence knowingly to infringe copyright. ?Credit line? refers to an acknowledgement to the copyright holder.
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7.8 Employee Invention Agreement.doc
Should be signed by all employees of a company dealing with immaterial property. It has the effect of ceding to the company any rights to inventions, discoveries, improvements, developments or designs, of which the employee may conceive.
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7.9 Confidential Information Agreement Company and Employee.doc
Made between an employee and the company and relates to the utilisation or disclosure of any trade secrets of the company. It is advisable to define as accurately as possible the material that the company considers to be trade secrets. The agreement prevents an employee, during or after his employment with the company, from utilising the company?s trade secrets.
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7.10 Confidentiality Agreement Company and Investigator.doc
(2 pages) Made between a company and an outsider (investigator, etc.) whose assignment will bring him into close contact with confidential information of the company. The agreement prevents the disclosure by the outsider of such information.
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7.11 Confidentiality Agreement Purchaser.doc (5 pages)
Made between a potential purchaser and a target company. The interests of the purchaser are protected and the agreement is more than that in Form 7.10 above.7.11 Confidentiality Agreement Purchaser
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