Assignment Agreement

Is it possible to “sell” exclusive rights? Yes, it is possible.

However, the civil legislation of the Republic of Belarus calls this procedure the "assignment (transfer)" of exclusive rights.

More about an assignment agreement.

Parties to the agreement: the owner of exclusive rights (in other words, the owner) and the new owner (person who accepts the assignable right, acquires it).

Subject of the agreement: exclusive right to the object of intellectual property.

Article 984-1 of the Civil Code of the Republic of Belarus states that only full realization of rights can be transferred. The owners of the registration of trademarks may think that they cannot transfer the right to some part of classes of ICGS.

If such a question arose, then the subject of the agreement was incorrectly defined.

If it is necessary to assign (transfer) the rights to a trademark of part 2 of the classes of the ICGS out of 5 registered, then the subject of the assignment agreement will be the exclusive rights to the trademark only in these two classes.

This wording was given by the legislator in order to show the parties to the agreement that the exclusive right to one object (for example, the exclusive right to a computer program) cannot have two “owners”.

Features of a conclusion of an agreement can be divided into several groups.

·         Subject-matter of an agreement. The legislation presents a number of requirements for the content of the agreement for the assignment of exclusive rights. Essential, among others, the Civil Code calls the condition to define the amount of compensation or if it is gratuitous. The provision governing the content and procedure for concluding assignment agreements are contained not only in the Civil Code. There is a number of special acts that must also be taken into account when drafting an agreement.

·         Registration. This agreement should be concluded in a written way. In some cases, it requires state registration. For example, state registration of an assignment agreement is mandatory for trademarks. If there is no state registration, the contract is considered invalid. More details about drawing up contracts.

·         Features of the wording of the provisions.

·         Other features of this type of contract.

Experienced specialists of Beliaevs & Partners are pleased to offer their services in drafting a new assignment agreement, as well as in checking compliance with legislation and adjusting what has already been drafted.