IP Assignment Agreement
All intellectual property created by the founder, employees, and contractors in connection with AxiForge Holdings Ltd is irrevocably assigned to the company — in place from the date of incorporation.
What is it?
An IP Assignment Agreement is a legal document under which individuals transfer their intellectual property rights to the company. It ensures the company owns all innovations, creations, and proprietary assets — not the individuals who created them. Without it, a departing founder or contractor could retain rights to the company's core technology.
Why it matters
- Ensures the company owns all IP assets outright
- Prevents future ownership disputes with founders or contractors
- Increases company value and investor confidence
- Essential for fundraising and M&A transactions
- Protects IP created by employees and contractors
- Required for patent applications and trademark registrations
The IP Assignment Agreement ensures that all intellectual property created by the founder, employees, and contractors in connection with AxiForge Holdings Ltd and its subsidiaries is legally owned by the company — not by the individuals who created it.
For investors, this is a foundational document: it confirms that the company owns the assets they are paying for. Without a formal IP assignment, the departure of a key individual could expose the company to ownership disputes over its core technology — which can block fundraising rounds and M&A transactions.
The assignment covers all categories of intellectual property created in connection with the group's operations:
Inventions & Patents
- UK patent pending: novel mechanical transmission system — the core of the Autonomous Factory production cell architecture
- All future inventions developed by the founder or employees in the course of the company's business
Software
- Autonomous Factory OS — source code, architecture, technical documentation
- Sensor SA-1 firmware — embedded software for edge AI sensor nodes
- All derivatives, updates, and extensions of the above systems
- Source code for web platforms (axiforge.co.uk and related applications)
Trademarks
- AxiForge — group holding company name
- Autonomous Factory — platform name
- Sensor — sensor product line name
- All future trademarks registered on behalf of the group
Trade Secrets & Know-How
- Autonomous Factory production processes and deployment methodologies
- Sensor SA-1 calibration and configuration protocols
- Edge AI algorithms and predictive models
- Client data, pricing models, and market strategies
Creative Works
- Technical drawings, CAD designs, and mechanical specifications
- Marketing materials, website content, and presentation assets
- Technical documentation and user manuals
Founder
Matthew Plodzien irrevocably assigns to AxiForge Holdings Ltd all IP created from the date of incorporation — including inventions developed prior to formal registration, where they relate to the group's business activities.
Employees
Every employee of the company and its subsidiaries signs an IP assignment clause as part of their employment contract. The assignment covers all work created during the course of employment, regardless of where or when it was produced.
Contractors & Advisors
All contractors and advisors sign a combined NDA and IP assignment agreement before receiving access to confidential materials or commencing work. The assignment is effective from the date the engagement agreement is signed.
The founder confirms that:
- No pre-existing third-party IP has been incorporated into the company's products without a formal licence or assignment
- All open-source tools used in the software are covered by licences compatible with commercial use — MIT, Apache 2.0, or equivalent
- There are no outstanding third-party claims to the ownership of any AxiForge group IP
The assignment survives the termination of any employment or engagement relationship. In both Good Leaver and Bad Leaver scenarios, the company retains full ownership of all assigned IP — there is no mechanism by which departing individuals can reclaim rights to company IP.
AxiForge maintains an internal IP register covering all active and pending intellectual property assets:
- Patent application status — UK Intellectual Property Office
- Trademark register with filing dates and jurisdictions
- Software copyright register with creation dates
- Active licence register — incoming and outgoing
- NDA and IP assignment log for all contractors and advisors
Investor Perspective
IP assignment is one of the first documents verified during due diligence by VC funds, angel investors, and SEIS/EIS advisers. A company whose IP is not formally assigned to the corporate entity is exposed to claims from former employees or contractors — which can block an M&A transaction or a funding round entirely. AxiForge Holdings Ltd has full IP assignment in place from the date of incorporation.