of Assignment of Patent

DEED OF ASSIGNMENT is made at _____________ on this ____________day of
______________between Mr___________________, Mr________________ and
Mr_____________ carrying on business in partnership in the name of M/s_____________________
Hereinafter referred to as ‘the Assignors’ of the One Part and M/s___________,
a Company registered under the Companies Act, 1956, and having its registered
office at ________________Hereinafter referred to as the `Assignee’ of the
Other Part;


1.     The Assignors own a
patent in the manufacture of an article known in the market _____________and
the said patent is duly registered under the Patents Act 1970 and which is
broadly described in the Schedule hereunder written.

2.     The Assignors have
promoted a company being the Assignee herein and have agreed to transfer their
partnership business including the right to the said Patent to the Assignee in
consideration of and in the manner provided in a separate agreement between the

3.     The Assignee has now
requested the Assignor to assign the said Patent and all rights appurtenant
thereto to the Assignee which the Assignors have agreed to do.

THIS DEED WITNESSETH that pursuant to the said Agreement and in consideration
of a sum of Rs__________ paid to the Assignors partly in cash and partly in the
form of the shares of the Assignee of the face value of the amount of
Rs___________ before the execution of these presents (receipt whereof the
Assignors hereby admit) they the Assignors as beneficial owners of the said
patent broadly described in the Schedule hereunder written, hereby assign to
the Assignee the said patent which has been granted to the Assignors by the
Government of India under the Patents Act, 1970, together with the Assignors’
full right of action, powers and benefits arising, accruing or belonging to the
Assignors in connection with the said patent:

HOLD the same unto the Assignee absolutely and the Assignors do and each of
them doth hereby covenant with the Assignee that:

a.     The Assignors have
full right and absolute authority to assign the said patent in the manner

b.    The patent is free
and clear from all encumbrances and claims and the Assignors shall keep the
Assignee indemnified against any such claim.

c.     The Assignee shall be
entitled to hold and use the said patent exclusively so long as the patent
exists and earn and enjoy the profits or income there from; peaceably and
without any objection or interruption on the part of the Assignors or persons
claiming under them.

d.    The Assignors will
execute any further deed as may be required for further and more perfectly
assuring the said patent unto the Assignee.

WITNESS WHEREOF the Assignors have put their hands the day and year first
hereinabove written.

Schedule above referred

and delivered by

within named Assignors



________________ being

partners of M/s________________

presence of __________

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