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StartupsAugust 18, 2026 ยท 4 min read

Startup IP Assignment Clauses: What Founders Need to Know

Incomplete or unclear IP assignment agreements are one of the top deal-killers during startup fundraising due diligence. Here is how to structure them right.

Venture capital investors and acquirers perform rigorous legal due diligence on intellectual property. If a contractor or early engineer created key product code without clear IP assignment, your funding round can hit a wall.

Proprietary Information & Inventions Agreements (PIIA)

Every founder, employee, and external contractor should sign a clear PIIA prior to writing code or building brand assets. The agreement must state that all work created for the startup belongs 100% to the company entity.

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