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Granting the company to act as your agent and attorney-in-fact does not feel balanced #84

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onionjake opened this issue Dec 31, 2021 · 0 comments

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@onionjake
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Thank you for putting the work into creating an agreement that is significantly more balanced than anything else out there.

This sentence still feels like it is overly granting rights to the Company at the expense of the employee and might be able to be made more balanced:

You authorize the Company to act on your behalf (as your agent and attorney-in-fact) in securing all rights related to Company IP and Your IP licensed to the Company under this agreement.

One way it could immediately be more balanced is require the company to at least try to contact the employee first before using the power, like so:

In the event that the Company is unable, after reasonable effort, to obtain XYZ, you authorize the Company...

Even with that change, granting anyone to act on my behalf is something I only would want to do to someone that I completely and wholeheartedly trust – even if the power granted is somewhat narrowly defined as related to Company or My IP. For instance, under BEIPA a company could sign a patent application on my behalf, attesting that I believed it was novel and worthy of a patent, even if I did not believe so. If the patent was issued I would forever have my name tied to the patent even though I never signed it or believed it was novel. I also understand the Company without this power the employee would be able to essentially hold the company hostage by refusing to sign as an inventor of a patent (which tips the power too far back to the employee). What other instances might this be power be used and abused?

What else could be done to make it more balanced? It could be much more narrow by specifically naming which instances it applies to, i.e. "prosecute, register, perfect, record, or enforce". Perhaps more language clarifying that it is only "to act for and in behalf solely to execute and file XYZ". Are there any other ideas? I don't seem to have any that feel satisfactory.

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