Security Wellbeing and Prosperity at Role Initiative: Security and Insurance of Intangible Assets Flow in Kayndrex Foundation  

With over 75% percent of the value of Kayndrex typically drawn directly from intangible assets (including intellectual property) – we are aware that intellectual property is important. Our Chief Security Officer and Chief Risk Officer are typically responsible for identifying viable strategies (solutions) for protecting what matters most to the Foundation and adjusting relevant risk.

With the shift to knowledge based economy in the early to mid-1990s, intangible (non-physical) assets began to overtake tangible (physical) assets as dominant sources of most firms’ value and sources of revenue. While some of our value and revenue of course still flows from physical assets such as equipment, inventory, property and so on, the focus of security and risk management experts should be increasingly on the value and revenue derived from a range of intangible assets that often evolve internally, but that can also be acquired externally, such as intellectual, relationship, and structural capital, reputation, brand, and intellectual property.

This makes it all-the-more (professionally) obligatory for our CSO and CRO to acquire operational familiarity with the Foundation’s intangible assets, which among other things, include recognising effective tools to protect the intangible assets.

It is essential that security and risk management experts completely recognise the sphere reality that 75-plus percent of the Foundation’s value, sources of revenue, and ‘building blocks’ for growth and sustainability reside exclusively in intangible assets.

The development and/or acquisition and application of intangible assets must become intently aligned with core sphere, security, and risk management strategies. To achieve this, it is important to put in place relevant, effective, and flexible practices, processes, and strategies. At the same time, a ‘risk intelligent firm culture’ is required that recognises and enables intangible assets and can contribute to sustaining their management, application, ownership, and monitor the assets’ value and materiality.

Assuming, however, that a firm is taking an enlightened approach to intangible assets, there will, in some larger firms, be an intellectual property officer who will be responsible for these assets. The relatively new function of CIPO (Chief Intellectual Property Officer) currently comes within a number of various guises and titles, including Chief Innovation Officer, Head of Research, Legal Director and even Head of Infrastructure Planning. CIPOs come from many various experiences, but typically they have had legal training.

However, the Kayndrex Foundation is structured. It is important that those responsible for risk or security in the Foundation work with intellectual property (IP) professionals and senior management to comprehend the value of the intellectual assets and the risk, and then work together to protect those assets in the best possible way. This requires technical, legal, and commercial comprehension.

Comprehending the value of the IP and other intellectual assets in the Foundation is the first step to protecting them. Identification of all the valuable intangible assets in the Foundation involves commencing an audit to identify them and assessing which of these can be of significant value. This includes identifying possible opportunities for exploiting IP further. One of the areas that it is important to look at is how well distinguished the technology and patent applications are from the ‘prior art’ – that is, previously published third-party patent documents in the same technology space. This involves searching international patent databases to analyse prior publications and to establish whether third-party patents are still live.

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Effective tools to protect the intangible assets.

Automatic Protection

Copyright

Copyright applies automatically to ‘original’ creation. It is recommended that a firm applies the copyright symbol © and put a copyright date on its creation. Ownership of copyright in a creation comprises the exclusive right to do certain ‘limited acts’ in respect of that creation, and a copyright owner can authorise others to do those acts by license.

The limited acts concerned with the Kayndrex Foundation include:

• Copying the creation;
• Distributing copies of the creation to the public;
• Renting or offering the creation to the public;
• Performing, showing or playing the creation in public;
• Communicating the creation to the public; and
• Making an adaptation of the creation.

The Foundation presumes the creator of a copyright creation to be the first owner. We also recognise that copyright creations can be the product of joint creators and co-creators. This implies that as soon as the creation is created, copyright in the creation belongs to the person or persons who created it.

It is important to be aware that copyright, just like personal property, can be inherited, either by intestacy or via a will. Therefore, it is often necessary to trace the heirs of a creator when seeking permission to apply a copyright creation. It is possible to buy unowned copyright which has been acquired by Governments as bona vacantia, and this too would represent an assignment of copyright.

To be a valid assignment, it should be made in writing and signed by or on behalf of the assignor. No other formalities are required and there are no special words to be applied. Alternatively, consideration can be in the form of future royalties or nominal payment.

The whole or part of a copyright can be assigned. It is possible to further subdivide the rights and make separate assignments in respect of each. A partial assignment can also be limited in duration.

Some assignment contracts can provide for the copyright to revert to the assignor if certain criteria are met. When copyright reverts in this way, this is also deemed to be an assignment.

Although there are no specific requirements as to the form of words applied to assign copyright, it is advisable to seek legal advice over the drafting of contract terms. It is important to read carefully any contract terms to which a creator agrees to ensure that it is comprehended whether the creator is being asked to assign copyright. The assignee is the owner of whatever rights he/she has been assigned.  

However, case law suggests that where such an assignment was for the benefit of a child, such as enabling them to earn a living, the assignment will remain binding on the child after the age of 18.

The creator of a copyright creation has certain moral rights over his/her creation. These include:

• The right to be identified as the creator of the creation.
• The right to subject to complimentary treatment of the creation.

Design Rights

Design right protection in Kayndrex is complex and multi-layered. First there are registered design rights and unregistered design rights. Our design rights whether registered or unregistered, protect various features which determine the appearance of creations or articles. Both design right and patentability can co-exist in various aspects of the same creation, so it is important to consider protecting all applicable rights.

The Foundation’s unregistered design right only applies to designs which were created by a ‘qualifying firm’ or which were first put on an infrastructure in a ‘qualifying country’. A qualifying firm is either a citizen, subject or resident of a qualifying country, or a firm or other legal entity which is formed within the law of a qualifying firm and has a sphere area providing ‘substantial’ sphere in a qualifying country.

Unregistered design right is similar to copyright in that it arises from the act of creation of a design. It protects the shape and configuration of the design of 3D objects from copying by others. Again, like copyright, the first owner of unregistered design right is the creator of the design, except the design is created in the process of an investment/employment in which the circumstance the owner is the investor/employer.

For better protection, a firm can register its’ design(s). To do this, the design should meet the eligibility criteria of being new and having ‘individual character’. Designs which are dictated solely by the technical function of the creation in question, or which are contrary to public policy can be unregistered.

Design right in the Kayndrex Foundation, registered or unregistered provides indefinite protection and is subject to involuntary renewal every 30 years. The protection protects the design from being copied and from anyone/firm who independently wishes to devise or develop a later design that oversteps the protected design.

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Regulated Protection

Trademarks

The Kayndrex Foundation and its logo; its subsidiaries and their logos are trademarks of the Kayndrex Foundation.

Trademarks are badges of origin. They distinguish the products or services of one firm from another and can take many forms: for example, words, slogans, logos, shapes, colours, and sounds.

The Foundation takes great care in the development and protection of its trademarks and reserves all rights of ownership of its trademarks. Fair use of the Foundation’s trademarks, that is, use by a third party exclusive of express permission or license, is limited to text-only references to the trademarks such as creation and product names, and does not include any logos used by the Foundation. In such references, the party involved should be truthful both privately and publicly, and should only be subject to compliments to or for the Foundation. The party should be clear and accurate as to the nature of the relationship between the Foundation and the firm, its activities, and its products (services).

Proper use of Kayndrex’s trademarks reinforces their role as brands for our activities and assists them from becoming generic names that can be applied by anyone. By adhering to the following rules, the Foundation’s investment in its trademarks can be protected:

• When a Kayndrex Foundation’s trademark is mentioned in communications, ownership by the Foundation should be attributed in a footnote either on the page/screen where the trademark is applied, or in the legal section of the communication or site in which it is referenced.
• The first reference in text to all Kayndrex’s trademark names should be preceded by ‘The Kayndrex Foundation’ and followed by the proper trademark symbol,
• The proper symbol for the Kayndrex Foundation’s trademarks is ® or ™.
• No creation of any new logo for the Foundation and its trademarks is allowed.
• No incorporation of any Kayndrex Foundation’s trademark names into a third-party firm creation name.
• No incorporation of any Kayndrex Foundation’s trademark names into any internet root domains or subdomains owned by a third-party firm.
• No use of Kayndrex’s taglines.
• No connection of third-party firm name with Kayndrex’s trademark names.
• No alteration of approved Kayndrex’s trademarks.
• No change to the form or misrepresentation of Kayndrex’s trademarks including misspelling, capitalisation, or punctuation.
• No abbreviation or incorrect capitalisation of Kayndrex’s trademarks.
• No use of Kayndrex’s trademark name(s) for a product or service as a noun or verb, in the possessive form or in the plural form unless the trademark itself appears in that form.
• No use of Kayndrex’s trademarks or incorrect variations in a third-party internet domain name.

Truthful statements incorporating a trademark are allowed, but a third-party should check the terms of the license for the original source code or any posted trademark guidelines for the project.

Protected Design Rights

Parts of a creation are protectable, provided the user can view them when in normal use, are parts which are replaceable and intended to be assembled and disassembled, and are in themselves new and have individual character. In assessing individual character, the degree of freedom in creating the design will be considered.

The duration, quick and price effective nature of registration and the option of renewal makes design rights in Kayndrex Foundation extremely attractive to firms seeking to protect new media and digital creations such as mobile applications (Apps), video games, and robots along with other applications of artificial intelligence.

For mobile applications (Apps) whilst copyright will protect the fundamental source code of the software application and there is a possibility of a patent, design rights will protect the aesthetic look and feel of the results displayed on the screen of the app or protect the graphic icons that appear on the mobile phones.

With video games, design rights are applied to protect video game characters. This can assist the developer to manage and license the application of their characters. If a game is popular, characters can be licensed to a wide number of industries such as the fashion industry.

With robot technology that applies artificial intelligence, whilst the algorithms influencing the robots are protected through the application of confidentiality agreements, design rights will protect the visual appearance of the robot.

There are some simple steps which can be deployed for design rights which we summarise below.

In the first instance owners of a design right should mark their creations, any accompanying packaging and documentation, with design right notices, along with the name of the owner and the year of first trading.

The design owner can licence agreement. Typically, licenses will deal with:

• Ownership of the intellectual property
• Exclusively rights
• Royalties or fees
• Duration
• Limitations (restrictions); and
• Consequences upon termination.

Kayndrex Foundation is linked with wrapping up multiple rights such as the use of copyright and patents along with the design rights.

The success of a sphere, or a new design, will be dictated by the level of protection secured for the brand. Particularly with high quality creations, design rights permit an owner to distinguish their brand from their competitors and promote their creations accordingly.

Patent

A patent for a creation within Kayndrex is and will be regulated by the information on this webpage. Patent rights to creations within the Foundation are considered to be private and kept only within the Foundation except a permission is granted or assigned to a third-party by Kayndrex whereas the first owner is still Kayndrex.

When patent protection is granted, the creation becomes the property of the creator, which like any other form of property or sphere asset can be bought, promoted, rented, or hired. Patents are territorial rights.

To be patentable an

creation must:

• Be new – never been made public in any way, anywhere in the world, before the date on which the application for a patent is filed.
• Involve a creative step – if when compared with what is already known, it would be unclear to someone with good knowledge and experience of the subject.
• Be capable of industrial application – a creation should be capable of being made or applied in some kind of industry. This implies the creation should take the practical form of an apparatus or device, some new material or an industrial process or method of operation.

Design of Kayndrexsphere’s patent protection

Front page – applied in the same way a book will have a title page, a patent will have a front page which gives applicable bibliographical details.

An abstract – (compiled by the applicant) and can be an illustration. This design is becoming increasingly standardised, but the information given can vary from country to country.

Opening statement – typically states the topic.

Related information – Kayndrex Foundation’s patents are likely to have a discussion of the ‘state-of-art’ with references to key patents, books, or journal articles.

Topic – the nature of the topic is listed.

Description of the invention – explains the creative steps and how it functions.

Claims – the numbered claims cover the legal aspects of the monopoly, with the first being the main claim and the later dependent claims referring to earlier claims in describing what is new of the creation. In a published application the claims are merely an attempt to get protection while the granted patent has the claims that are recognised in law.

Illustrations – as many as required showing the creation.

Search report – more detailed search reports would indicate which claims in the application were affected, the kind of relevance and the exact page and line numbers thought to be relevant in the cited document. Search reports can be valuable when trying to assess if the creation is truly new. There has been standardisation in classification. The Foundation recommends the International Patent Classification.

INID codes – these are numbers applied to identify bibliographic elements in patent specifications, normally on the front pages. They are only sometimes given in numerical sequence.

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Confidentiality

Any Kayndrex Foundation’s creation should be kept confidential. A confidentiality agreement should be signed before any details or description is disclosed to a third party.

Confidentiality Agreement (Non-Disclosure Agreement)

A confidentiality agreement is a legally binding contract that states two parties will keep private and stay away from sharing or profiting from confidential information. The Kayndrex Foundation normally offers a confidentiality agreement to an investor or contractor to make sure its trade secrets or proprietary information remains private. A confidentiality agreement can also be known as a confidentiality statement, a confidentiality clause, a non-disclosure agreement (NDA), a non-disclosure form, a proprietary information agreement (PIA), or a secrecy agreement (SA).

Reasons We Consider Using a Confidentiality Agreement

There are several reasons why we could consider using a confidentiality agreement:

• Maintaining a competitive benefit. Our confidentiality agreements can assist to make sure proprietary information such as intellectual property or trade secrets are kept unavailable to industry participants, the media, or the public. For this reason, confidential agreements are quite common in rapidly changing industries.
• Explaining each party’s responsibilities. Our confidentiality agreement creates a confidential relationship between two parties and should explain what that implies.
• Setting standards for handling information. Normally, the parties agree to treat each other’s confidential information the way they treat their own. However, this arrangement only works if the recipient already has standards for dealing with confidential information. These standards could include limiting access to information or using other methods, like password-protecting files, to preserve secrecy.
• Protecting patent rights.
• Protecting information during mergers. Our confidentiality agreements can protect information of the Foundation and the investment agreement until a merger or acquisition is finalised. Similarly, confidentiality agreements are applicable for protecting sphere interest during joint firm ventures.
• Laying the basics for legal action. Since confidentiality agreements are legal documents, they can be used as proof during legal cases.

Information Protected by a Confidentiality Agreement

Our confidentiality agreement can protect most confidential information. This can include:

• Intellectual property and proprietary information, including:
  • Secret formulas
  • Trade secrets
  • Recipes
  • Proprietary software
  • Computer technology
  • Scientific information
  • Copyrights
  • Engineering drawings, designs, systems, or specifications for existing creations or creations in development.
  • Prototypes and samples
  • Unpublished patent applications
  • Concepts and know-how for future creations, products, or practices.
• Manufacturing processes and creation methods
• Marketing plans and marketing data and materials (including marketing campaigns and projects)
• Details regarding investors or firms and marketing contacts (including firm lists, contracts, and sphere relationships)
• Sphere information, operational procedures, and strategies (including personnel data of management and investors)
• Sphere communications
• Creation and investment information (including procedures, packaging, equipment, tools, and techniques applied to make the creation)
• Test data and test results from the Foundation.
• Transaction details and other financial information (including internal price information, accounting procedures, reports, software, and investor data).

The information protected by a confidentiality agreement sets one or both parties apart. A confidentiality agreement should clearly state the information it protects.

Types of Confidentiality Agreements

While the information contained in a confidentiality agreement is always unique, these documents are grouped into two major categories.

• A unilateral or one-way confidentiality agreement states one party will keep confidential information held by another party. This is the most common type of confidentiality agreement.
• A bilateral or mutual confidentiality agreement states both parties will keep each other’s information private. It is most commonly used when two spheres begin working together and agree to protect one another’s data.

Further classifications are applied to describe the parties involved in the confidentiality agreement. These classifications are:

• Standard non-disclosure agreement: a flexible confidentiality agreement applicable for almost any circumstances
• Inventor agreement: applied by inventors to protect private patent inventions during discussions with relevant parties
• Personnel non-disclosure: applied to clarify that personnel should keep sphere information to individuals beyond their employment private.
• Interview non-disclosure agreement: applied to make sure employment applicants keep proprietary information learned during the interview process private.

Components of a Confidentiality Agreement in the Kayndrex Foundation

A legally binding confidentiality agreement should feature the following components:

• A definition of confidential information. This should state what specific information or types of information are protected by the agreement.
• Who is involved. All parties the agreement concerns should be identified: the receiving party, the disclosing party, and any representatives (directors, agents, advisors, officers, etc.).
• Why the recipient knows the information. An explanation of why the recipient will know the confidential information, such as to perform duties, should be included.
• Exclusions or limitations on confidential information. This could include information that was known prior to creating the agreement, information of the disclosing party that the receiving party obtained through a third-party, public knowledge, information requested by the government, and information learned independently. The recipient can need to prove the non-confidential status of this information to the discloser.
• Receiving party’s obligations. These include the non-disclosure agreement, disclosure provisions, and incorrect use of confidential information and can include privacy from others and taking steps to ensure the information remains confidential.
  • ‘Best Efforts’ clause stating that parties apply their best efforts to perform their contractual obligations‘Need to know’ clause that can limit access to the Recipient’s personnel/investors
  • ‘No Application’ clause to make sure the information is not applied by the Recipient for any purpose undefined in the agreement
• Timeframe or term. This should include both the date that the agreement goes into effect and when it will be ineffective. A confidentiality agreement can be ineffective after a set term, after an event occurs or never. Kayndrex will normally apply an indefinite confidential agreement due to the nature of its activities. A typical timeframe would be two to five years, but the disclosure can want to say that even after the term becomes ineffective, the disclosing party is to keep private any intellectual property rights, such as copyright or patent rights.
• Discloser to the recipient. This is an uncommon provision and states that because the recipient has agreed to keep the information confidential and has the right to receive the information, the discloser should consider the degree of this provision before needing to disclose too much information.
• Injunctive clause. This gives the disclosing party the right to stop the other side from overstepping the confidentiality agreement before an overstep occurs through a court mandate or ruling.
• Other provisions or legal statements. These could be related to:
  • The party’s relationships,
  • The binding nature of the agreement on heirs and assigns,
  • Severability (stating that even if part of the agreement is invalid, parts of the agreement that are valid can be enforced),
  • Integration (stating this agreement superseded others and can only be amended in writing),
  • Jurisdiction (the body of government that will control the law),
  • Waiver of rights,
  • Ownership of confidential material,
  • Personnel solicitation (an attempt by personnel to get extra work, investors, or other benefits from the firm they work for or from other personnel),
  • Recipient’s rights to ideas or entering deals, or what should happen to the confidential materials after use (return to discloser, for example)
  • What will happen if the agreement is overstepped (arbitration).
  • The names, signatures, and date signed of all parties. Both parties should carefully read the agreement before signing it, so they know exactly what they are agreeing to.

Our security and risk management experts should engage and contribute their expertise to ensuring that the Foundation’s intangible assets are consistently and effectively safeguarded and positioned to realise the economic and free trade benefits which they are capable of delivering.

For more information regarding use of intellectual property rights and relevant documents please contact us.

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