Employment & Team generatorUnited Kingdom

Confidentiality & IP Assignment Agreement (England & Wales)

A standalone employee (or worker) confidentiality and intellectual property assignment agreement, the UK equivalent of a US CIIAA, reflecting English law on employee inventions, IP ownership, and moral rights.

8-12 minutes interview2026-07-05 currentFree to generateAttorney finish by callPDF & Word export

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What is a Confidentiality & IP Assignment Agreement?

Built for employers who want a clear, standalone assignment of IP and a confidentiality undertaking from staff to supplement the employment contract, which matters most for technical and product teams.

Confidentiality & IP Assignment Agreement template, current for 2026

The 2026 refresh correctly reflects Patents Act 1977 ss.39-43 on employee inventions (including compensation rights), Copyright, Designs and Patents Act 1988 s.11 (employer owns employee copyright), the moral-rights waiver, and a present assignment of future rights under s.91.

How HDAi does this differently

Unlike a static form, HDAi runs a guided interview and assembles your Confidentiality & IP Assignment Agreement live as you answer. If you want it finished, a licensed Hart David Carson attorney reviews it before you sign and coordinates sign-off by locally admitted counsel where the governing law requires it. The interview and the first draft are automated. The judgment belongs to an attorney.

What you’ll be asked

A short interview in plain language that asks only what this document needs.

Which company (the employer) is entering into this agreement? This is the employer that will own the confidential information and intellectual property. Give the full registered name, company number and registered office.
Who is the individual (employee or worker) signing this agreement? The person who will be bound by the confidentiality and IP assignment obligations. Give their full legal name and home address.
What is the individual's relationship to the company? English law on employee inventions (Patents Act 1977, ss.39–43) applies to employees; the drafting adjusts slightly for workers, consultants and directors.
What is the individual's job title or role? Used to describe the individual's engagement and the scope of duties from which inventions may arise.
What date will this agreement be dated? The execution date shown at the top of the agreement.
When did (or does) the individual's engagement with the company start? Fixes the point from which the IP assignment and confidentiality obligations bite. If the engagement pre-dates this agreement, the assignment is drafted to reach back to that start date.
Is this agreement being signed alongside a separate employment or engagement contract? If yes, we cross-reference the main contract and treat this as supplemental to it; if no, this document stands alone.
What is the name/description of that main contract? So we can reference it accurately (e.g. 'Contract of Employment dated 1 January 2026').
How would you describe the company's business? Defines the field in which confidential information and IP are protected. Be specific, because a narrow, accurate description is more enforceable than a sweeping one.
Should IP created for a period BEFORE the start date (pre-existing work already done for the company) also be assigned? Useful where the individual did project or trial work for the company before formally being engaged. If yes, the assignment sweeps in that earlier work.
Does the individual want to exclude any pre-existing inventions or works they own (their own prior IP)? Lets the individual carve out IP they created before joining (or outside their role) so it is not swept into the assignment. Recommended to offer.
Describe the individual's excluded prior intellectual property. Listed in the Schedule and expressly excluded from the assignment. Describe each item enough to identify it; write 'None' if there is nothing to list.
If the individual uses any of their excluded prior IP in company work, should the company get a licence to keep using it? Protects the company from being unable to use a product feature the individual built on their own prior IP. Standard and sensible.
How should the individual's moral rights be handled? Under UK law (CDPA 1988 ss.77–89) moral rights, such as the right to be identified as author and to object to derogatory treatment, cannot be assigned. They can be waived. Most employers require a waiver so works can be edited and used freely.
How long should the confidentiality obligation last after the engagement ends? Trade secrets are protected indefinitely under English law; other confidential information is usually protected for a fixed post-termination period to remain enforceable.
For non-trade-secret confidential information, how many years after termination should the obligation last? A defined, reasonable period (often 2–5 years) is easier to enforce than an unlimited one.
Include an express carve-out preserving the individual's whistleblowing and legal-disclosure rights? Strongly recommended. Confirms nothing in the agreement prevents protected disclosures under the Public Interest Disclosure Act and Employment Rights Act 1996, disclosures to regulators, or reporting a crime. That keeps the confidentiality clause enforceable and compliant.
Include a data protection clause (UK GDPR / Data Protection Act 2018 handling obligations)? Adds obligations on the individual to handle personal data lawfully and only as authorised. Useful where the role involves personal data.
Include an obligation to return all company property and materials on termination? Requires the individual to return devices, documents and copies of confidential information (including from personal accounts) when they leave.
Require the individual to help perfect and register IP (sign further documents, assist with patent/design filings), including after they leave? Lets the company complete assignments and file patents/designs. Usually paired with an irrevocable power of attorney so the company can act if the individual is unavailable.
Include an irrevocable power of attorney so the company can execute IP documents if the individual won't or can't? A common backstop where an ex-employee is unreachable. Only relevant if you chose to include further assurance.
Acknowledge the statutory position on inventor compensation for patents (Patents Act 1977, s.40)? For employees, English law preserves a statutory right to compensation for a patented invention of outstanding benefit, and that right cannot be contracted out of. Including an acknowledgment shows the agreement respects s.42 and improves enforceability.
Include a covenant that the individual is not bound by any conflicting obligation to a third party? The individual warrants they are free to enter the agreement and won't bring another party's confidential information into the company.
Which law and courts should govern this agreement? Determines the legal system and the courts that hear disputes. 'England and Wales' is standard for a UK CIIAA.
Who signs for the company, and in what capacity? Name and title of the person executing on the company's behalf (e.g. a director).

Frequently asked

About the Confidentiality & IP Assignment Agreement and how HDAi works.

What is a Confidentiality & IP Assignment Agreement (England & Wales)? +

A Confidentiality & IP Assignment Agreement (England & Wales) is the UK equivalent of a US CIIAA. It is a standalone confidentiality and intellectual property assignment agreement for an employee (or worker) that reflects English law on employee inventions, IP ownership, and moral rights. Employers use it when they want a clear, standalone assignment of IP and a confidentiality undertaking from staff to supplement the employment contract, which matters most for technical and product teams.

Is HDAi's Confidentiality & IP Assignment Agreement (England & Wales) legally binding? +

The Confidentiality & IP Assignment Agreement (England & Wales) HDAi generates becomes binding once it is completed, reviewed, and properly signed. A Hart David Carson attorney can review the commercial terms from a US-law perspective after a planning call and, because the agreement is governed by English law, coordinates with locally admitted counsel (quoted separately) before you sign.

Do I need a lawyer to use this Confidentiality & IP Assignment Agreement (England & Wales)? +

Generating and downloading the Confidentiality & IP Assignment Agreement (England & Wales) takes minutes and costs nothing. If you want it finished, a licensed Hart David Carson attorney reviews the assignment, the moral-rights waiver, and the confidentiality terms with you and brings in locally admitted English counsel where the agreement needs it.

What makes this Confidentiality & IP Assignment Agreement (England & Wales) current for 2026? +

How long does the Confidentiality & IP Assignment Agreement (England & Wales) take? +

Estimated time about 13 min (25 questions), depending on how much you already know. The document assembles as you answer. Export it as PDF or Word, or send it to a Hart David Carson attorney for review.

Does this Confidentiality & IP Assignment Agreement (England & Wales) work in the United Kingdom? +

Yes. This version is drafted for United Kingdom law and terminology. It is not a relabeled U.S. form. A licensed attorney coordinates with locally admitted counsel where required.

Other jurisdictions

The same document, drafted for another jurisdiction’s law.

Singapore: Confidentiality & IP Assignment Agreement (Singapore)→

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Reviewed by Jonathan D. Herpy, Sr., Senior Partner · Last updated October 2026 · Template and page reviewed · Every generated draft is a draft, not legal advice