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One of the goals in a business divorce is finality – ending a business relationship once and for all. But what if the end isn’t really the end?

When members of limited liability companies (LLCs) sell their interests in the LLCs to a third party, they may assume that the sale provides the desired end of their rights and obligations related to the company. But that may not be the case. It is possible that even after selling and assigning an LLC interest, the assignor may continue to owe fiduciary duties to the LLC and its members. This post reviews some of the pitfalls of assigning an LLC interest and discusses strategies that may help to avoid those problems.

The Texas LLC Act – Provisions Governing Assignments of LLC Interests

Chapter 101 of the Texas Business Organizations Code (the “LLC Act”) governs LLCs. The LLC Act provides that a member of an LLC may transfer his or her membership interest to another party in whole or in part. But the assignment of an LLC interest is different from the transfer of membership in the company. The assignment of the LLC interest does not give the assignee the rights to (1) participate in the management and affairs of the company; (2) become a member of the company; or (3) exercise any rights of a member of the company. The assignment of the LLC interest provides the assignee with the right to receive distributions issued by the company and information about the company’s finances, but that’s about it.

The LLC Act spells out these rights of the assignee: “An assignor of a membership interest in a limited liability company continues to be a member of the company until the assignee becomes a member of the company.” Further, the assignor does not have the right under the LLC Act to withdraw as a member from the company. (An LLC member also cannot be expelled from the company.) The result is that even after assignors assign the LLC interest and are enjoying “life on the beach,” they may still owe fiduciary duties as a member of the company.

As a side note, this discussion has assumed that there are fiduciary duties owed within the LLC at issue. But that is not always the case. The LLC Act permits the members to agree in the company’s certificate of formation or operating agreement to modify or even eliminate all fiduciary duties that are owed to the company and its members by the managers of the LLC. Tex. Bus. Org. Code § 7.001(d)(3). While including such a provision would certainly make it safer for a member to assign an LLC interest, doing so poses its own set of risks while the company is operating.

A Case Study: Villareal v. Saenz

The problem of fiduciary duties persisting after an assignment may sound far-fetched, but it is a real concern. In Villareal v. Saenz , the co-owners of an LLC agreed to a business divorce in which Saenz assigned the entirety of his interest in the company to Villareal. 5:20-cv-571, 2021 WL 1986831, at *2 (W.D. Tex. May 18, 2021). The assignment was part of a broad release of claims, both known and unknown. Villareal later filed suit, alleging that before signing the release, Saenz had engaged in various acts of misconduct, including misappropriating company trade secrets and embezzling funds, and that after the release, Saenz had taken over the company’s web and email domain, pulled down the website, and offered to sell it back to Villareal for $7,000.

A magistrate judge in the Western District of Texas recommended that all claims based on alleged acts arising before the release should be dismissed for failure to state a claim. But the magistrate judge also recommended that the claims against Saenz based on actions that allegedly took place after the release – including those for breach of fiduciary duty – should proceed. The court concluded that Saenz had not demonstrated that his fiduciary duties ended when he assigned his interest in the company to Villareal, and he may have breached those fiduciary duties by maintaining dominion and control over the company’s email server and website.

Conclusion and Recommendations

The key takeaway from Villareal v. Saenz is that disputes between owners regarding the fiduciary duties that exist after an assignment can be avoided by more clearly wording the company agreement or assignment. The following are specific steps that potential assignors can take before their assign their LLC interests to another party:

First, assignors can make sure that the assignment provides an end to their membership in the company by agreement of all members, along with a mechanism set forth for the assignee to assume the membership interest.

Second, assignors can include an express written release and waiver of any post-assignment duties to the company or its members (fiduciary or otherwise). This should be signed by the company and all of its members to be certain it is effective.

Third, and most importantly, assignors can make sure at the outset, when forming the company, that the operating agreement provides a mechanism for transfer of the membership interest in connection with an assignment, specifying what happens to the member’s duties (fiduciary or otherwise) when the transfer takes place.

The bottom line is that when assignor is trying to exit the company, he or she does not want to have any continuing duties to the company. To ensure this takes place, the assignment documents and the terms of the LLC Agreement should confirm that these duties no longer exist after the assignment takes place.

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Assignment of Interest In LLC: Everything You Need to Know

Assignment of interest in LLCs happens when a member communicates to other members his/her intention to transfer part or all of his ownership rights in the LLC to another entity. 3 min read updated on February 01, 2023

Updated October 28, 2020:

Assignment of interest in LLCs happens when a member communicates to other members his/her intention to transfer part or all of his ownership rights in the LLC to another entity. The assignment is usually done as a means for members to provide collateral for personal loans, settle debts, or leave the LLC. The member (assignor) and the person assigned (assignee) sign a document called the Membership Assignment of Interest.

Why a Member May Want to Assign Interest

A member may choose to assign interest for a number of reasons.

The assignment of interest may happen as collateral to a loan to one of the members.
Some members can assign interest to settle debts. The assignment will be effective until the debt is cleared.
An assignment of interest can also' be done to a member's legal heirs , going into effect upon the death of a member.

The Rights and Limitations of the Assignee

The laws governing LLC membership interest assignments vary considerably from one state to another.

Most states prohibit the assignee from participating in the LLC's operations or decisions unless the Articles of Organization have this provision.
An assignee is protected from liability from the assignor until the assignee becomes a member in most states. However, the law in a few states, including California and Florida, states that the assignee does get the assignor's liability.
Should the assignee become a member after the assignment, he is only entitled to the rights and restrictions the assignor had.
The assignment usually gives the assignee the right to receive the assignor's share of the profits — but not necessarily the other rights.

The Rights and Limitations of the Assignor

In many states, all LLC members have the right to assign membership interest.
In most states, assigning interest does not necessarily lead to forfeiting of voting and management rights and can be temporary. Texas law, on the other hand, states that the assignor ceases to be a member of the LLC after the assignment.

The Rights and Limitations of Other Members

All members of the LLC have to be notified of any type of assignment.
Some states require the assignment of interest to be approved by all members.
The new person who has been assigned interest does not necessarily become a member even if the assigner has decided to leave the LLC. The other members can decide whether to admit the assignee as a member or not. Should a member assign interest without the input of other members, the interest is normally limited to financial benefits.
In a two-member LLC, one member can easily transfer the interest to the other.

The Membership Interest Assignment Document

The LLC's operating agreement should explain the rights of members on issues of transfer of interest, and the agreement should be followed during the assignment process. The Membership Interest Assignment acts as a record of the agreement, and the LLC normally keeps a copy of the document. The law in most states does not provide a formal template of the Membership Interest Assignment document but lists what should be included in the document. The document should have the following details:

Percentage of interest that will go to the assignee
Whether the assignee will have voting rights
The signatures of the assignor and the assignee

Assignment of Interest Versus Selling Ownership Stake

The assignment of interest is typically different from selling the ownership stake . Selling a member's ownership stake in the LLC requires unanimous approval by the other members. A departing member may also assign his membership to another member.

If a member is being paid to transfer interest, this is treated for tax purposes as a sale, and the selling member's gains might be liable to capital gains tax. Even if a departing member is not paid for his interest, if the departure results in the assignee getting the departing members' share of liability, the departure is seen as an exchange or sale.

Assignment of Interest Versus Abandoning an LLC

If a member wants to withdraw interest in an LLC, he/she can choose to simply legally abandon the LLC in most states. The abandoning member should give some kind of notice to the other members explaining that he is abandoning membership. Abandoning membership does not usually require the approval of other members.

Abandoning an LLC does not absolve the member of liability he/she may have incurred when still a member.

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LLC Membership Interest Transfer Agreement
What Is the Definition of Assigns
Assignment of Interest
Assignment Law
Assignment of Interest Form
Assignment of Rights Example
Assignment of Rights and Obligations Under a Contract
Assignment Agreement Definition
Legal Assignment
Partial Assignment of Contract

Introduction
Recent Case Highlights
Public Policies Limiting Patents
Under-Utilized Defenses
Who Decides What When?
a) general canons of construction
b) role of other claims
c) role of specification
d) role of prosecution history
e) role of prior art, experts, and extrinsic evidence
f) claim preamble
g) claim transition
h) method claims
i) non-method claims
j) particular claim language
Content And Form Of A Claim Construction
Relationship To Certain Defenses
a) whether sec. 112(6/f) treatment invoked
b) construction of sec. 112(6/f) claim element
c) relationship to claim differentiation
a) preamble
b) printed matter, instructions on use, mental steps
c) non-functional descriptive material
d) intended use
e) wherein and whereby clauses
f) intended result
g) process portion of product-by-process claim
h) source or process restrictions in product claim or product limitation
i) optional, conditional steps
j) input signals in a circuit
k) theory of operation
Non-Infringement
Expiration of Patent; Extension Of Term
Dedication to Public
a) sec. 112(6/f) element
b) product-by-process claim
c) reverse doctrine of equivalents
a) required evidence
b) matter of law restrictions
c) prosecution history estoppel
d) disclosure-dedication restriction
e) relationship to sec. 112(6/f)
Sec. 271(a) (Direct) Infringement Of Any Type Of Claim
a) "use" of claimed method
b) "offer to sell" a method
a) “makes” claimed invention
b) “uses” claimed invention
c) “sells” or "imports" claimed invention
d) “offers to sell” claimed invention
Sec. 271(a) (Direct) Multi-Actor (Divided; Joint) Infringement
Sec. 271(a) (Direct) Infringement To Support Indirect Infringement
Indirect Infringement Requires Knowledge Of Patent
a) communication to direct infringer
b) knowledge of infringement
c) relevance of litigation defenses
d) relevance of clearance opinion
e) relevance of non-infringing uses
f) relevance of instructions to users
g) relevance of efforts to avoid infringement
a) knowledge of infringement
b) “offers to sell or sells”
c) “component,” “material or apparatus”
d) “material part of the invention”
e) substantial non-infringing use
Sec. 271(e)(2) Infringement (e.g., ANDA)
Sec. 271(e)(1) “Safe Haven”
a) “component”
b) sec. 271(f)(1)
c) sec. 271(f)(2)
a) “a product”
b) “made by a patented process”
c) sec. 295 shifting burden of proof
d) sec. 287(b) restriction on damages
a) abatement
b) intervening rights
c) “substantially identical” claim scope
d) relationship to pending litigation
Presumptions And Burdens
Assignor And Licensee Estoppel
Person Having Ordinary Skill In The Art (“PHOSITA”)
a) Alice step one
b) Athena Diagnostics En Banc Rehearing Denial
c) improvement to computer or machine functionality
d) categories of patent-ineligible subject matter
f) Alice step two
g) idea’s breadth immaterial
h) idea’s novelty immaterial
i) idea’s utility immaterial
j) preemption of idea
k) machine-or-transformation “test”
l) non-method claims
m) when decided?
Utility (Sec. 101)
Regards As The Invention (Sec. 112(2/b))
a) post-Nautilus decisions
b) ambiguous claims
c) unclear how to test for compliance
d) requiring forward-looking assessments of likely future results
e) terms of degree
f) functional (and result) claims
g) coined terms
h) hybrid claims
i) “consisting essentially of” claims
j) impossibility in claim
k) correction of errors in claim
l) who decides what when?
Particular And Distinct Claims (aka Indefiniteness) (Sec. 112(2/b) + Sec. 112(6/f))
a) which disclosure governs
b) support “full scope” of claim
c) omission of non-optional element
d) original claims
e) functional claims
f) genus claims
g) relationship to enablement
b) enable “full scope” of claim
c) undue/unreasonable experimentation
d) teaching away
Best Mode (Sec. 112(1/a))
a) "filed before"
b) patent owner’s burden
“Invention” Date (Sec. 102(g))
(FITF) U.S. Patents/Published Apps Qualifying As Prior Art (Sec. 102(a)(2) (AIA))
(FITF) Other Prior Art (Sec. 102(a)(1) (AIA))
a) ready for patenting
b) commercial offer for sale
c) may be secret
d) method claims
Public Use Bar
Experimental Sale Or Use
a) third-party on sale/public use
b) “printed publication” (sec. 102(a), (b))
c) sec. 102(e) prior art
d) applicants’ “publications”/disclosures
e) patent owner’s other patents
f) prior invention (sec. 102(g)) [by one of the co-inventors]
g) prior invention (sec. 102(g)) [by third party]
h) derivation from others; derived knowledge (sec. 102(f))
i) “known or used by others” in U.S. (sec. 102(a))
j) applicant admitted prior art and knowledge
k) overcoming putative prior art
a) inherent disclosure
b) genus - species
c) method claims
d) apparatus claims
e) reference enabling
f) single reference
g) expert testimony
h) relationship to written description support
a) analogous art
b) what a reference teaches
c) teaching away
d) motivation to combine or modify art
e) reasonable expectation of success
f) the manner in which the invention was made
g) objective indicia of non-obviousness (secondary considerations)
h) nexus to claimed invention
i) objective indicia of obviousness
j) admissions and omissions supporting obviousness
k) genus – species
l) method claims
m) obvious as a matter of law
Sec. 135 Repose
a) same invention
b) obviousness-type (non-statutory)
c) terminal disclaimer
d) safe harbor for “divisionals”
Broadening Reissue, Reexam, IPR Or PGR (Secs. 251, 305, 314, 316, 326)
Inventorship (Secs. 101, 102(f), 116, 256)
Abandonment Of Invention (Sec. 102(c))
Disclaimer Of Claim (Sec. 253(a))
Oath Defect
Other Defects
Unclean Hands
Likely Survives Therasense
Pleading Requirements
Effect Of Finding Inequitable Conduct
Ownership/Standing

Assignments

Bona Fide Purchaser (Sec. 261)
Constitutional And Statutory (fka “Prudential”) Standing
Co-Ownership Of Patent
License/Exhaustion
Exhaustion; First Sale Doctrine
Implied License
Acquiescence
Legal Estoppel
Equitable Estoppel
Increased Damages; Non-Willfullness- Basics
Willfulness
Pre- Halo Willfulness And Increased Damages
Opinion Of Counsel
Waiver Of Privilege
Who Decides Willfulness Or Misconduct?
Enhancement of Damages
Damages and Other Monetary Remedies – Basics
a) time limitation on damages
b) sec. 287 marking; notice of claim; impact on damages
c) indirect-infringement damages limited to extent of direct infringement
d) apportionment
e) limits re: extraterritorial reach (foreign activities)
f) failure to mitigate damages
g) “benefit rule” in mitigation of damages
a) lost sales
b) reduced prices/price erosion
Lost Royalties
Established Royalty
a) Georgia-Pacific factors
b) hypothetical negotiation
c) royalty base; entire market value rule
d) royalty rate
e) rejected reasonable royalties methodologies
f) FRAND standard essential patents
Supplemental Damages
Prejudgment Interest
Provisional Rights; Pre-Issuance Reasonable Royalty (Sec. 154(d))
Post-Judgment (“Ongoing”) Royalties
Equitable Principles Governing Injunction
Irreparable Harm
Legal Remedies Inadequate
Balance of Hardships
Serves Public Interest
Preliminary Injunction
Scope Of Injunction
Contempt Of Injunction
ITC Remedies
Court Of Federal Claims
Claim Preclusion
Issue Preclusion
Kessler Doctrine
Judicial Estoppel
AIA Trial-Based Estoppel
Prosecution Laches
Reissue Recapture Rule
Reissue/Reexamination Defects
Improper Claim Structure Under Sec. 112(4/d)
Improper Adjustment Or Extension Of Patent Term
Cross-Appeal Rule
Scope Of Issues Limited After Appeal
Sovereign Immunity
Medical Practitioner Immunity
Lack Of Personal Jurisdiction
Improper Venue
Sanctions and Fees Against Patent Owner- Basics
Cases Awarding Fees
Cases Denying Fees
“Exceptional Case”: Factors For And Against
Prevailing Party
Amount Of Fees Award
Rule 11 Sanctions
Counter-Attacks
BASICS : Although an assignment must be in writing, 35 U.S.C. § 261 , ownership can be transferred by other means not requiring a writing, such as through intestate succession laws. Sky Tech. (Fed. Cir. 08/20/09); see Vapor Point (Fed. Cir. 08/10/16) (O’Malley, J., Concurring) (recommending court overrule precedent suggesting in-writing requirement can be superseded under state law). Exclusive license with right to sue need not be in writing. Bard Peripheral III (Fed. Cir. 01/13/15). Written assignment or document memorializing prior assignment must be made pre-suit. Bard Peripheral III (Fed. Cir. 01/13/15). Post-complaint “nunc pro tunc assignments are not sufficient to confer retroactive standing” under Sec. 281, even if preceded supplemental or amended complaint. Alps South (Fed. Cir. 06/05/15) (although patent owner can be added post-complaint to cure standing defect); but see Sealant (Fed. Cir. 06/11/15) (non-precedential) (standing is claim-by-claim and need exist at time claim first made in the action).
Must Convey Undivided Interest Or Exclusive Patent Right To Constitute Assignment : “‘To create an assignment, a contract must transfer: (1) the entire exclusive patent right, (2) an undivided interest in the patent rights, or (3) the entire exclusive right within any geographical region of the United States.’” Diamond Coating (Fed. Cir. 05/17/16) (no assignment of all substantial rights where original patent owner retains a right to make, use and sell patented products, plaintiff’s rights to license or enforce are restricted, and plaintiff did not obtain right to practice the patent).
“Hereby Grants” (Present Tense Active Verbs) Conveys Legal Title; “Agrees To Assign” (Passive Verbs In Indefinite Or Future Tense) Conveys Only Equitable Title : A party with legal title to a patent has standing to sue even if it may not have equitable title and, conversely, a party with equitable title but no legal title lacks standing. The issue normally arises where someone agrees to assign patent rights in future inventions, but fails to actually assign them. If one uses “does hereby grant [or “assign”]” (rights in any future inventions to the assignee) language, then legal title will pass by operation of law once the invention comes into existence. See Stanford (Fed. Cir. 09/30/09) (where inventor first entered an “agree to assign” contract with Stanford giving it equitable rights in future inventions, but then inventor entered a “hereby assign” contract with defendant’s predecessor in interest, and then made invention and application was filed, legal title automatically transferred to that predecessor upon filing of the application, so legal title was in defendant when inventor later assigned rights to Stanford; and Stanford not “bona fide purchaser as it had constructive notice of the “hereby assign” contract), aff’d on other grounds , Bd. of Tr. of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc. (U.S. 06/06/2011) (but two Justices question Fed. Cir. distinction between “agree to assign” and “hereby assign”); Omni Medsci (Fed. Cir. 08/02/21) (2-1) (aff’g denial of R. 12(b)(1) mtn. for lack of standing; bylaws’ provision that certain patents “shall be the property of the University” did not “automatically and presently assign[] legal title” to the inventions, in part because does not use present-tense active verbs); Preston (Fed. Cir. 07/10/12) (aff’g Summ. J. of no standing because plaintiff employee’s employment agreement automatically assigned (“does hereby assign” any invention conceived or made while employed) patent rights to employer (the defendant)); Advanced Video II (Fed. Cir. 01/11/18) (2-1) (aff’g dismissal of complaint for lack of standing: “will assign” provision in employment agreement was a mere promise to assign to employer (putative predecessor in interest to plaintiff)); Filmtec (Fed. Cir. 07/22/91) (vacating preliminary injunction in view of serious doubts re who has title to patent; an assignment of rights in an invention made prior to the existence of the invention is an assignment of an expectant interest conveying equitable title to the assignee which, “once the invention is made and an application for patent is filed,” conveys legal title to the assignee and the assignor has nothing left to assign). But “will be assigned” or “agree to assign” language transfers only equitable title, not legal title. Speedplay (Fed. Cir. 03/01/00) (aff’g plaintiff obtained substantially all rights in patent from the inventor via a “hereby … assigns” provision); SiRF Tech. (Fed. Cir. 04/12/10) (aff’g that petitioner in ITC had standing, because respondent failed to show that invention fell within scope of one inventor’s automatic assignment to another company; recording in PTO an assignment from inventor to the plaintiff shifts burden of proof (production?) to challenger to challenge that assignment by, e.g., proving earlier assignment by inventor to another company); Abraxis (Fed. Cir. 11/09/10) (plaintiff lacked standing when complaint was filed because promise to assign was not present assignment, and attempt to cure retroactively failed), rehearing en banc denied (Fed. Cir. 03/14/11); Gellman (Fed. Cir. 11/30/11) (non-precedential) (“this court has consistently required that present assignments of future rights expressly undertake the assigning act at the time of the agreement, and not leave it to some future date”).
Transfer Of Ownership Of Software Developed Does Not Necessarily Assign Patent Rights : A software development contract giving company exclusive rights to the software does not necessarily grant ownership rights in any patentable methods or systems invented in creating such software. James (Fed. Cir. 04/20/18) (rev’g dismissal of suit for correction of inventorship for lack of standing; if plaintiff proves sole inventorship then he may own the patents).
Bayh-Dole Act Does Not Assign Inventors’ Rights To Their Federally Funded Employers : It is a “basic principle of patent law that inventors own their inventions.” Bayh-Dole Act does not deprive inventors of their interest in federally funded inventions. 201(e)’s “any invention of the contractor” does not refer to all inventions of the contractor’s employees, but rather to “those owned by or belonging to the contractor.” “The Bayh-Dole Act does not confer title to federally funded inventions on contractors or authorize contractors to unilaterally take title to those inventions; it simply assures contractors that they may keep title to whatever it is they already have.” Bd. of Tr. of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc. (U.S. 06/06/2011).
State Law Governs Interpretation Of Contract Purportedly Assigning Invention, But Federal Law Governs Whether Automatic Assignment : Abbott Point (Fed. Cir. 01/13/12) (2-1) (aff’g plaintiff did not own patent or have standing); Intellectual Ventures (Erie Indemnity) (Fed. Cir. 03/07/17) (aff’g dismissal for lack of standing; “whether a patent assignment clause creates an automatic assignment or merely an obligation to assign” is a question of federal law); Schwendimann (Fed. Cir. 05/13/20) (2-1) (aff’g assignment valid, and properly reformed under state law, despite misnaming assignee, in view of other writings showing correct intended assignee; “by virtue of the reformation, the written instrument was corrected nunc pro tunc , to the point of the assignment”).
Termination Upon Failure Of Condition Subsequent Does Not Necessarily Defeat Transfer Being Deemed An Assignment : “An assignment of a patent ‘may be either absolute, or by way of mortgage and liable to be defeated by non-performance of a condition subsequent.” Vaupel (Fed. Cir. 09/13/91) (transfer granted all substantial rights, despite retaining “1) a veto right on sublicensing by Vaupel; 2) the right to obtain patents on the invention in other countries; 3) a reversionary right to the patent in the event of bankruptcy or termination of production by Vaupel; and 4) a right to receive infringement damages.”) But see Propat (Fed. Cir. 01/04/07) (grant did not transfer all substantial rights; the power “to terminate the agreement and end all of Propat’s rights in the patent if Propat fails to perform up to the specified benchmarks, although not dispositive, is yet another indication that Authentix retains a significant ownership interest in the patent”).

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Assignment of Membership Interest: The Ultimate Guide for Your LLC

LegalGPS : May 9, 2024 at 12:00 PM

As a business owner, there may come a time when you need to transfer ownership of your company or acquire additional members. In these situations, an assignment of membership interest is a critical step in the process. This blog post aims to provide you with a comprehensive guide on everything you need to know about the assignment of membership interest and how to navigate the procedure efficiently. So, let's dive into the world of LLC membership interest transfers and learn how to secure your business!

Necessary approvals and consent, impact on ownership, voting, and profit rights, complete assignment, partial assignment.

Key elements to include

Step 1: Gather Relevant Information

Step 2: review the llc's operating agreement, step 3: obtain necessary approvals and consents, step 4: outline the membership interest being transferred, step 5: determine the effective date of the assignment, step 6: specify conditions and representations, step 7: address tax and liability issues, step 8: draft the entire agreement and governing law clauses, step 9: review and sign the assignment agreement.

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Frequently Asked Questions (FAQs) about Assignment of Membership Interest

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What is an Assignment of Membership Interest?

An assignment of membership interest is a document that allows a member of an LLC to transfer their ownership share in the company to another person or entity. This can be done in the form of a sale or gift, which are two different scenarios that generally require different types of paperwork. An assignment is typically signed by the parties involved and delivered to the Secretary of State's office for filing. However, this process can vary depending on where you live and whether your LLC has members other than yourself as well as additional documents required by state law.

Before initiating the assignment process, it's essential to review the operating agreement of your LLC, as it may contain specific guidelines on how to assign membership interests.

Often, these agreements require the express consent of the other LLC members before any assignment can take place. To avoid any potential disputes down the line, always seek the required approvals before moving forward with the assignment process.

It's essential to understand that assigning membership interests can affect various aspects of the LLC, including ownership, voting rights, and profit distribution. A complete assignment transfers all ownership rights and obligations to the new member, effectively removing the original member from the LLC. For example, if a member assigns his or her interest, the new member inherits all ownership rights and obligations associated with that interest. This includes any contractual obligations that may be attached to the membership interest (e.g., a mortgage). If there is no assignment of interests clause in your operating agreement, then you will need to get approval from all other members for an assignment to take place.

On the other hand, a partial assignment permits the original member to retain some ownership rights while transferring a portion of their interest to another party. To avoid unintended consequences, it's crucial to clearly define the rights and responsibilities of each party during the assignment process.

Types of Membership Interest Transfers

Membership interest transfers can be either complete or partial, depending on the desired outcome. Understanding the differences between these two types of transfers is crucial in making informed decisions about your LLC.

A complete assignment occurs when a member transfers their entire interest in the LLC to another party, effectively relinquishing all ownership rights and obligations. This type of transfer is often used when a member exits the business or when a new individual or entity acquires the LLC.

For example, a member may sell their interest to another party that is interested in purchasing their share of the business. Complete assignment is also used when an individual or entity wants to purchase all of the interests in an LLC. In this case, the seller must receive unanimous approval from the other members before they can transfer their entire interest.

Unlike a complete assignment, a partial assignment involves transferring only a portion of a member's interest to another party. This type of assignment enables the member to retain some ownership in the business, sharing rights, and responsibilities proportionately with the new assignee. Partial assignments are often used when adding new members to an LLC or when existing members need to redistribute their interests.

A common real-world example is when a member receives an offer from another company to purchase their interest in the LLC. They might want to keep some ownership so that they can continue to receive profits from the business, but they also may want out of some of the responsibilities. By transferring only a partial interest in their membership share, both parties can benefit: The seller receives a lump sum payment for their share of the LLC and is no longer liable for certain financial obligations or other tasks.

How to Draft an Assignment of Membership Interest Agreement

A well-drafted assignment of membership interest agreement can help ensure a smooth and legally compliant transfer process. Here is a breakdown of the key elements to include in your agreement, followed by a step-by-step guide on drafting the document.

Key elements to include:

The names of the assignor (the person transferring their interest) and assignee (the person receiving the interest)

The name of your LLC and the state where it was formed

A description of the membership interest being transferred (percentage, rights, and obligations)

Any required approvals or consents from other LLC members

Effective date of the assignment

Signatures of all parties involved, including any relevant witnesses or notary public

Before you begin drafting the agreement, gather all pertinent data about the parties involved and the membership interest being transferred. You'll need information such as:

The names and contact information of the assignor (the person transferring their interest) and assignee (the person receiving the interest)

The name and formation details of your LLC, including the state where it was registered

The percentage and value of the membership interest being transferred

Any specific rights and obligations associated with the membership interest

Examine your LLC's operating agreement to ensure you adhere to any predetermined guidelines on assigning membership interests. The operating agreement may outline specific procedures, required approvals, or additional documentation necessary to complete the assignment process.

If your LLC doesn't have an operating agreement or if it's silent on this matter, follow your state's default LLC rules and regulations.

Before drafting the assignment agreement, obtain any necessary approvals or consents from other LLC members as required by the operating agreement or state law. You may need to hold a members' meeting to discuss the proposed assignment and document members' consent in the form of a written resolution.

Detail the membership interest being transferred in the Assignment of Membership Interest Agreement. Specify whether the transfer is complete or partial, and include:

The percentage of ownership interest being assigned

Allocated profits and losses, if applicable

Voting rights associated with the transferred interest

The assignor's rights and obligations that are being transferred and retained

Any capital contribution requirements

Set an effective date for the assignment, which is when the rights and obligations associated with the membership interest will transfer from the assignor to the assignee.

This date is crucial for legal and tax purposes and helps both parties plan for the transition. If you don’t specify an effective date in the assignment agreement, your state's law may determine when the transfer takes effect.

In the agreement, outline any conditions that must be met before the assignment becomes effective. These could include obtaining certain regulatory approvals, fulfilling specific obligations, or making required capital contributions.

Additionally, you may include representations from the assignor attesting that they have the legal authority to execute the assignment. Doing this is important because it can prevent a third party from challenging the assignment on grounds of lack of authority. If the assignor is an LLC or corporation, be sure to specify that it must be in good standing with all necessary state and federal regulatory agencies.

Clearly state that the assignee will assume responsibility for any taxes, liabilities, and obligations attributable to the membership interest being transferred from the effective date of the assignment. You may also include indemnification provisions that protect each party from any potential claims arising from the other party's actions.

For example, you can include a provision that provides the assignor with protection against any claims arising from the transfer of membership interests. This is especially important if your LLC has been sued by a member, visitor, or third party while it was operating under its current management structure.

In the closing sections of the assignment agreement, include clauses stating that the agreement represents the entire understanding between the parties concerning the assignment and supersedes any previous agreements or negotiations. Specify that any modifications to the agreement must be made in writing and signed by both parties. Finally, identify the governing law that will apply to the agreement, which is generally the state law where your LLC is registered.

This would look like this:

Once you've drafted the Assignment of Membership Interest Agreement, ensure that all parties carefully review the document to verify its accuracy and completeness. Request a legal review by an attorney, if necessary. Gather the assignor, assignee, and any necessary witnesses or notary public to sign the agreement, making it legally binding.

Sometimes the assignor and assignee will sign the document at different times. If this is the case, then you should specify when each party must sign in your Assignment Agreement.

Importance of a Professionally-drafted Contract Template

To ensure a smooth and error-free assignment process, it's highly recommended to use a professionally-drafted contract template. While DIY options might seem tempting, utilizing an expertly-crafted template provides several distinct advantages.

Advantages of using a professionally-created template:

Accuracy and Compliance: Professionally-drafted templates are designed with state-specific regulations in mind, ensuring that your agreement complies with all necessary legal requirements.

Time and Cost Savings: With a pre-written template, you save valuable time and resources that can be better spent growing your business.

Reduced Legal Risk: Legal templates created by experienced professionals significantly reduce the likelihood of errors and omissions that could lead to disputes or litigations down the road.

How our contract templates stand out from the rest:

We understand the unique needs of entrepreneurs and business owners. Our contract templates are designed to provide a straightforward, user-friendly experience that empowers you with the knowledge and tools you need to navigate complex legal processes with ease. By choosing our Assignment of Membership Interest Agreement template, you can rest assured that your business is in safe hands. Click here to get started!

As you embark on the journey of assigning membership interest in your LLC, here are some frequently asked questions to help address any concerns you may have:

Is an assignment of membership interest the same as a sale of an LLC? No. While both processes involve transferring interests or assets, a sale of an LLC typically entails the sale of the entire business, whereas an assignment of membership interest relates to the transfer of some or all membership interests between parties.

Do I need an attorney to help draft my assignment of membership interest agreement? While not mandatory, seeking legal advice ensures that your agreement complies with all relevant regulations, minimizing potential legal risks. If you prefer a more cost-effective solution, consider using a professionally-drafted contract template like the ones we offer at [Your Company Name].

Can I assign my membership interest without the approval of other LLC members? This depends on your LLC's operating agreement and state laws. It's essential to review these regulations and obtain any necessary approvals or consents before proceeding with the assignment process.

The biggest question now is, "Do you need to hire a lawyer for help?" Sometimes, yes ( especially if you have multiple owners ). But often for single-owner businesses, you don't need a lawyer to start your business .

Many business owners instead use tools like Legal GPS for Business , which includes a step-by-step, interactive platform and 100+ contract templates to help you start and grow your company.

We hope this guide provides valuable insight into the process of assigning membership interest in your LLC. By understanding the legal requirements, implications, and steps involved, you can navigate this essential task with confidence. Ready to secure your business with a professionally-drafted contract template? Visit our website to purchase the reliable and user-friendly Assignment of Membership Interest Agreement template that enables your business success.

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29 Jan 2024

Patent Assignment: How to Transfer Ownership of a Patent

By Michael K. Henry, Ph.D.

Intellectual Property
Patent Prosecution

This is the second in a two-part blog series on owning and transferring the rights to a patent. ( Read part one here. )

As we discussed in the first post in this series, patent owners enjoy important legal and commercial benefits: They have the right to exclude others from making, selling, using or importing the claimed invention, and to claim damages from anyone who infringes their patent.

However, a business entity can own a patent only if the inventors have assigned the patent rights to the business entity. So if your employees are creating valuable IP on behalf of your company, it’s important to get the patent assignment right, to ensure that your business is the patent owner.

In this post, we’ll take a closer look at what a patent assignment even is — and the best practices for approaching the process. But remember, assignment (or transfer of ownership) is a function of state law, so there might be some variation by state in how all this gets treated.

What Is a Patent Assignment and Why Does it Matter?

A patent assignment is an agreement where one entity (the “assignor”) transfers all or part of their right, title and interest in a patent or application to another entity (the “assignee”).

In simpler terms, the assignee receives the original owner’s interest and gains the exclusive rights to pursue patent protection (through filing and prosecuting patent applications), and also to license and enforce the patent.

Ideally, your business should own its patents if it wants to enjoy the benefits of the patent rights. But under U.S. law , only an inventor or an assignee can own a patent — and businesses cannot be listed as an inventor. Accordingly, patent assignment is the legal mechanism that transfers ownership from the inventor to your business.

Patent Assignment vs. Licensing

Keep in mind that an assignment is different from a license. The difference is analogous to selling versus renting a house.

In a license agreement, the patent owner (the “licensor”) gives another entity (the “licensee”) permission to use the patented technology, while the patent owner retains ownership. Like a property rental, a patent license contemplates an ongoing relationship between the licensor and licensee.

In a patent assignment, the original owner permanently transfers its ownership to another entity. Like a property sale, a patent assignment is a permanent transfer of legal rights.

U sing Employment Agreements to Transfer Patent Ownership

Before your employees begin developing IP, implement strong hiring policies that ensure your IP rights will be legally enforceable in future.

If you’re bringing on a new employee, have them sign an employment agreement that establishes up front what IP the company owns — typically, anything the employee invents while under your employment. This part of an employment agreement is often presented as a self-contained document, and referred to as a “Pre-Invention Assignment Agreement” (PIAA).

The employment agreement should include the following provisions:

Advance assignment of any IP created while employed by your company, or using your company’s resources
An obligation to disclose any IP created while employed by your company, or using your company’s resources
An ongoing obligation to provide necessary information and execute documents related to the IP they created while employed, even after their employment ends
An obligation not to disclose confidential information to third parties, including when the employee moves on to a new employer

To track the IP your employees create, encourage your employees to document their contributions by completing invention disclosure records .

But the paperwork can be quite involved, which is why your employment policies should also include incentives to create and disclose valuable IP .

Drafting Agreements for Non-Employees

Some of the innovators working for your business might not have a formal employer-employee relationship with the business. If you don’t make the appropriate arrangements beforehand, this could complicate patent assignments. Keep an eye out for the following staffing arrangements:

Independent contractors: Some inventors may be self-employed, or they may be employed by one of your service providers.
Joint collaborators: Some inventors may be employed by, say, a subsidiary or service company instead of your company.
Anyone who did work through an educational institution : For example, Ph.D. candidates may not be employees of either their sponsoring institution or your company.

In these cases, you can still draft contractor or collaborator agreements using the same terms outlined above. Make sure the individual innovator signs it before beginning any work on behalf of your company.

O btaining Written Assignments for New Patent Applications

In addition to getting signed employment agreements, you should also get a written assignments for each new patent application when it’s filed, in order to memorialize ownership of the specific patent property.

Don’t rely exclusively on the employment agreement to prove ownership:

The employment agreement might contain confidential terms, so you don’t want to record them with the patent office
Because employment agreements are executed before beginning the process of developing the invention, they won’t clearly establish what specific patent applications are being assigned

While you can execute the formal assignment for each patent application after the application has been filed, an inventor or co-inventor who no longer works for the company might refuse to execute the assignment.

As such, we recommend executing the assignment before filing, to show ownership as of the filing date and avoid complications (like getting signatures from estranged inventors).

How to Execute a Written Patent Agreement

Well-executed invention assignments should:

Be in writing: Oral agreements to assign patent rights are typically not enforceable in the United States
Clearly identify all parties: Include the names, addresses, and relationship of the assignor(s) and assignee
Clearly identify the patent being assigned: State the patent or patent application number, title, inventors, and filing date
Be signed by the assignors
Be notarized : If notarization isn’t possible, have one or two witnesses attest to the signatures

Recording a Patent Assignment With the USPTO

Without a recorded assignment with the U.S. patent office, someone else could claim ownership of the issued patent, and you could even lose your rights in the issued patent in some cases.

So the patent owner (the Assignee) should should record the assignment through the USPTO’s Assignment Recordation Branch . They can use the Electronic Patent Assignment System (EPAS) to file a Recordation Cover Sheet along with a copy of the actual patent assignment agreement.

They should submit this paperwork within three months of the assignment’s date. If it’s recorded electronically, the USPTO won’t charge a recordation fee .

Need to check who owns a patent? The USPTO website publicly lists all information about a patent’s current and previous assignments.

When Would I Need to Execute a New Assignment for a Related Application?

You’ll need only one patent assignment per patent application, unless new matter is introduced in a new filing (e.g., in a continuation-in-part , or in a non-provisional application that adds new matter to a provisional application ). In that case, you’ll need an additional assignment to cover the new matter — even if it was developed by the same inventors.

What If an Investor Won’t Sign the Written Assignment?

If you can’t get an inventor to sign an invention assignment, you can still move forward with a patent application — but you’ll need to document your ownership. To document ownership, you can often rely on an employee agreement , company policy , invention disclosure , or other employment-related documentation.

D o I Need to Record My Assignments in Foreign Countries?

Most assignments transfer all rights, title, and interest in all patent rights throughout the world.

But in some countries, the assignment might not be legally effective until the assignment has been recorded in that country — meaning that the assignee can’t enforce the patent rights, or claim damages for any infringement that takes place before the recordation.

And there might be additional formal requirements that aren’t typically required in the United States. For example, some countries might require a transfer between companies to be signed by both parties, and must contain one or both parties’ addresses.

If you’re assigning patents issued by a foreign country, consult a patent attorney in that country to find out what’s required to properly document the transfer of ownership.

N eed Help With Your Patent Assignments?

Crafting robust assignment agreements is essential to ensuring the proper transfer of patent ownership. An experienced patent professional can help you to prepare legally enforceable documentation.

Henry Patent Law Firm has worked with tech businesses of all sizes to execute patent assignments — contact us now to learn more.

GOT A QUESTION? Whether you want to know more about the patent process or think we might be a good fit for your needs – we’d love to hear from you!

Michael K. Henry, Ph.D.

Michael K. Henry, Ph.D., is a principal and the firm’s founding member. He specializes in creating comprehensive, growth-oriented IP strategies for early-stage tech companies.

10 Jan 2024

Geothermal Energy: An Overview of the Patent Landscape

By Michael Henry

Don't miss a new article. Henry Patent Law's Patent Law News + Insights blog is designed to help people like you build smart, scalable patent strategies that protect your intellectual property as your business grows. Subscribe to receive email updates every time we publish a new article — don't miss out on key tips to help your business be more successful.

Avoiding the Pitfalls of Assigning an Interest in an LLC

One of the goals in a business divorce is finality – ending a business relationship once and for all. But what if the end isn’t really the end?

The Texas LLC Act – Provisions Governing Assignments of LLC Interests

A Case Study: Villareal v. Saenz

Conclusion and Recommendations

First, assignors can make sure that the assignment provides an end to their membership in the company by agreement of all members, along with a mechanism set forth for the assignee to assume the membership interest.
Second, assignors can include an express written release and waiver of any post-assignment duties to the company or its members (fiduciary or otherwise). This should be signed by the company and all of its members to be certain it is effective.
Third, and most importantly, assignors can make sure at the outset, when forming the company, that the operating agreement provides a mechanism for transfer of the membership interest in connection with an assignment, specifying what happens to the member’s duties (fiduciary or otherwise) when the transfer takes place.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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What Is an Assignor?

Understanding assignors, what can be assigned, assignor vs. assignee, example of assignor.

Frequently Asked Questions (FAQs)

The Bottom Line

Home Insurance
Home Ownership

Assignor: What It Means, How It Works, and Example

James Chen, CMT is an expert trader, investment adviser, and global market strategist.

An assignor is a person, company, or other entity who transfers rights that they hold to another entity. The assignor transfers to the assignee . For example, a party (the assignor) that enters into a contract to sell a piece of property can assign the proceeds or benefits of the contract to a third party (the assignee) such as a charity or a trust.

Key Takeaways

An assignor is one who legally transfers rights or benefits to another individual, the assignee.
Assignment of rights often takes place upon death in order to manage the deceased's estate, or through a power of attorney to deal with the legal or financial affairs of an individual.
Assignors can often customize and detail the amount of control and what particular rights are assigned to a third party through the use of a contract or legal document such as a will.
In life insurance, policyholders can also assign part of their benefits to a relative or family member.
In some debts, the borrower assigns collateral to a lender as collateral for the loan.

Each type of assignment can carry a different set of regulations. Certain assignments, such as intellectual property rights , have special conditions that must be met. An assignor may be the grantor of an assignment, a liability, or the right to act in the stead of another person or entity.

For example, an executor of an estate may be appointed through a will left by a decedent. Power of attorney may be assigned to a person to tend to certain affairs for another person while they are out of the country or not capable of taking action for themselves.

An assignor will often be an individual who bestows rights to execute their will upon their death. The assignee would be an executor or other agent given the rights to handle the decedent’s estate.

Such rights might otherwise pass to a surviving spouse or an eligible heir. The assignor might choose a trusted associate or relative to be responsible for disposing of their property and paying creditors with their assets.

Assignments can be temporary in duration, or they can be permanent. For example, when a lender assigns their interest in a mortgage to another party, they are effectively selling the mortgage to someone else. In this case, the assignee includes all rights and responsibilities for the loan, including the payments and the right to enforce the loan.

The rights the assignor grants with such an assignment can still be superseded by certain legal action. For example, if an assignor included instructions for the assignee to give a valuable antique to a family member, they might not be able to fulfill that instruction. The property might have a lien attached by creditors who are pursuing all available assets to resolve debts that were left outstanding by the assignor.

Assignors frequently assign their power of attorney to a person they trust to make decisions on their behalf.

An assignor can include an individual or entity that grants power of attorney to an agent to act on their behalf. This type of assignment can carry very specific terms and limits that are outlined by the assignor.

For example, an assignor might grant power of attorney of property to an assignee to take control of specific assets. This might be done if the assignor is not available because of extended overseas travel or if they are incapacitated by illness.

The rights they assign to the agent would allow that person to take action such as completing a sale or other transaction. The assignor who grants power of attorney of property can tailor the rights assigned to the agent to be for a specific set of assets and a defined period of time.

The assignment of power of attorney can grant broad rights or be limited in scope by the terms set by the assignor. The rights could be for the specific handling of a contract or business deal that the assignor cannot be present for.

In property loans, lenders may require the assignment of some rights in order to preserve the value of the collateral. This frequently happens with long-term mortgages, so it's worth researching the best mortgage lenders to make sure you get the best deal.

The assignee typically will only hold the rights of power of attorney for a specified time or particular circumstances. Once the time has expired or the circumstances have been resolved, the assignee would automatically relinquish those rights. It is possible that the terms of power of attorney might allow an assignee to act in their own self-interest rather than in the interests of the assignor.

It is possible for an assignor to grant power of attorney without restrictions. This would give the assignee complete decision-making control over the assignor's assets and business holdings without oversight from any other entity. Such rights would allow the assignee to make broad and lasting decisions regarding the assignor’s affairs.

In contrast with an assignor, an assignee is the person or entity that receives property or rights under the terms of a contract. For example, suppose that a man grants a power of attorney to his wife. In that circumstance, the man acts as the assignor, and the wife will be the assignee, receiving the right to make legal decisions on her husband's behalf.

Assignments are common in lending, where a person might give partial rights to some of their property in order to guarantee a loan.

The term assignor frequently appears in lending, where ownership rights may be assigned as a form of collateral. When taking out an auto loan , the borrower allows the financing company to place a lien on their vehicle, effectively granting the company partial ownership rights if the borrower fails to repay the loan. In this case, the borrower acts as the assignor of their ownership rights, and the lender acts as the assignee.

What Is the Liability of an Assignor?

An assignment cannot cause harm or burden to the assignee, unless the assignee clearly agrees to take on that burden. Therefore, the assignor continues to hold all liabilities related to the assignment, unless the contract states otherwise.

Who Is the Assignor in a 1031 Exchange?

A 1031 exchange is a type of like-kind exchange where one real property is exchanged for another, facilitated by an intermediary. For this type of exchange, the two owners take the role of assignor for their respective properties, assigning their deeds to the intermediary. The intermediary takes the role of assignee.

Who Is the Assignor in a Promissory Note?

A promissory note is a written promise to repay a debt to someone else, usually a bank or other lender. By granting the right to repayment, the borrower takes on the role of the assignor. The bank or other lender takes the role of assignee.

Who Is the Assignor in a Life Insurance Policy?

In life insurance, assignment means the transfer of interest in the policy to someone other than the policyholder. For example, a person could take out a life insurance policy on their own life and assign some of the benefits to a relative. In that circumstance, the policyholder becomes the assignor, and their relative would be the assignee.

In leases, trusts, and other legal arrangements, an assignor is a person who assigns their rights or interests to another party. The party that assumes those rights or interests is called the assignee. These terms are frequently used in property transactions, where an owner might assign part of their interests or responsibilities to a lawyer, agent, or other professional.

Quicken. " What Is Assignment of Mortgage and What Does It Mean for You? "

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US9790334B2 - Polymer-graphene nanocomposites - Google Patents

USPTO PatentCenter
USPTO Assignment
Global Dossier

Classifications

C — CHEMISTRY; METALLURGY
C08 — ORGANIC MACROMOLECULAR COMPOUNDS; THEIR PREPARATION OR CHEMICAL WORKING-UP; COMPOSITIONS BASED THEREON
C08J — WORKING-UP; GENERAL PROCESSES OF COMPOUNDING; AFTER-TREATMENT NOT COVERED BY SUBCLASSES C08B, C08C, C08F, C08G or C08H
C08J3/00 — Processes of treating or compounding macromolecular substances
C08J3/20 — Compounding polymers with additives, e.g. colouring
C08J3/22 — Compounding polymers with additives, e.g. colouring using masterbatch techniques
C08J3/226 — Compounding polymers with additives, e.g. colouring using masterbatch techniques using a polymer as a carrier
B — PERFORMING OPERATIONS; TRANSPORTING
B82 — NANOTECHNOLOGY
B82Y — SPECIFIC USES OR APPLICATIONS OF NANOSTRUCTURES; MEASUREMENT OR ANALYSIS OF NANOSTRUCTURES; MANUFACTURE OR TREATMENT OF NANOSTRUCTURES
B82Y30/00 — Nanotechnology for materials or surface science, e.g. nanocomposites
C08J3/205 — Compounding polymers with additives, e.g. colouring in the presence of a continuous liquid phase
C08J3/2053 — Compounding polymers with additives, e.g. colouring in the presence of a continuous liquid phase the additives only being premixed with a liquid phase
C08J5/00 — Manufacture of articles or shaped materials containing macromolecular substances
C08J5/005 — Reinforced macromolecular compounds with nanosized materials, e.g. nanoparticles, nanofibres, nanotubes, nanowires, nanorods or nanolayered materials
C08K — Use of inorganic or non-macromolecular organic substances as compounding ingredients
C08K3/00 — Use of inorganic substances as compounding ingredients
C08K3/02 — Elements
C08K3/04 — Carbon
C08K3/042 — Graphene or derivatives, e.g. graphene oxides
C08L — COMPOSITIONS OF MACROMOLECULAR COMPOUNDS
C08L39/00 — Compositions of homopolymers or copolymers of compounds having one or more unsaturated aliphatic radicals, each having only one carbon-to-carbon double bond, and at least one being terminated by a single or double bond to nitrogen or by a heterocyclic ring containing nitrogen; Compositions of derivatives of such polymers
C08L39/04 — Homopolymers or copolymers of monomers containing heterocyclic rings having nitrogen as ring member
C08L39/06 — Homopolymers or copolymers of N-vinyl-pyrrolidones
C08L77/00 — Compositions of polyamides obtained by reactions forming a carboxylic amide link in the main chain; Compositions of derivatives of such polymers
C08L77/06 — Polyamides derived from polyamines and polycarboxylic acids
C08J2323/00 — Characterised by the use of homopolymers or copolymers of unsaturated aliphatic hydrocarbons having only one carbon-to-carbon double bond; Derivatives of such polymers
C08J2323/02 — Characterised by the use of homopolymers or copolymers of unsaturated aliphatic hydrocarbons having only one carbon-to-carbon double bond; Derivatives of such polymers not modified by chemical after treatment
C08J2323/04 — Homopolymers or copolymers of ethene
C08J2323/06 — Polyethene
C08J2323/10 — Homopolymers or copolymers of propene
C08J2323/12 — Polypropene
C08J2339/00 — Characterised by the use of homopolymers or copolymers of compounds having one or more unsaturated aliphatic radicals, each having only one carbon-to-carbon double bond, and at least one being terminated by a single or double bond to nitrogen or by a heterocyclic ring containing nitrogen; Derivatives of such polymers
C08J2339/04 — Homopolymers or copolymers of monomers containing heterocyclic rings having nitrogen as ring member
C08J2339/06 — Homopolymers or copolymers of N-vinyl-pyrrolidones
C08J2363/00 — Characterised by the use of epoxy resins; Derivatives of epoxy resins
C08J2377/00 — Characterised by the use of polyamides obtained by reactions forming a carboxylic amide link in the main chain; Derivatives of such polymers
C08J2377/06 — Polyamides derived from polyamines and polycarboxylic acids
C08K2201/00 — Specific properties of additives
C08K2201/011 — Nanostructured additives

Definitions

polymer-graphene nanocomposites Provided herein is technology relating to polymer-graphene nanocomposites and particularly, but not exclusively, to methods for producing polymer-graphene nanocomposites using master batches comprising the polymer.
the resulting polymer-graphene nanocomposites comprise a high degree of exfoliation and dispersion of graphene nanoplatelets within the polymer matrix.
Graphene nanoplatelets have been shown in idealized experiments to enhance a variety of important functional properties of commercially important polymers.
polymer-graphene nanocomposites demonstrate enhanced mechanical properties, electrical conductivity, thermal conductivity, gas/vapor barrier properties, and flame retardency.
polymer-graphene nanocomposites consisting of a graphene dispersed in a polymer matrix have been the subject of much research and development activity in recent years. While a significant number of polymer nanocomposites of this type have been developed and/or commercialized, conventional polymer nanocomposites suffer from limitations related to suboptimal exfoliation and dispersion of the graphene in the polymer matrix that attenuates these desirable performance attributes.
the resultant composites exhibit suboptimal exfoliation and dispersion of the graphene in the polymer matrix.
the materials have performance characteristics that are far below a theoretical magnitude of performance enhancement predicted to be provided by the graphene. Technologies have been developed to produce highly exfoliated solutions, dispersions, slurries, or wet cakes by solvent exfoliation of graphene using solvent systems.
the technology comprises use of a master batch that is specifically prepared according to method embodiments of the technology described herein.
PVP polyacrylamides
lactam polymers e.g., polyacrylamides such as, e.g., poly-N,N-dimethyl acrylamide homopolymer and copolymer
These highly loaded graphene/polymer master batches can be let down using conventional polymer melt processing techniques to produce graphene polymer nanocomposites containing highly exfoliated graphene levels in the range of 1% to 20% by weight.
These materials possess mechanical properties, electrical properties, and vapor barrier properties far exceeding those of similar graphene/polymer nanocomposites made by conventional processing methods.
embodiments of the technology provide a master batch composition for making a polymer nanocomposite, the master batch composition comprising a polymer and at least 20% by weight graphene.
the master batch comprises at least 30% by weight graphene, at least 40% by weight graphene, at least 50% by weight graphene, at least more than 50% by weight graphene.
the graphene is pristine graphene and in some embodiments the graphene is exfoliated graphene.
the technology for producing a master batch is not limited in the polymer that is used.
the polymer used to make the master batch is the same polymer that is used to make the polymer nanocomposite.
the polymer used to make the master batch is prepared in-situ after exfoliation in the reactive precursor to the polymer. In some embodiments, the polymer used to make the master batch is different than the polymer used to make the polymer nanocomposite.
An exemplary polymer that finds use in the master batch is poly(vinylpyrrolidone).
the poly(vinylpyrrolidone) is formed in-situ with the exfoliated graphene.
graphene is exfoliated using the polymerizable precursor N-vinyl pyrrolidone and then the N-vinyl pyrrolidone precursor/graphene composition is polymerized to form the poly(vinylpyrrolidone) comprising exfoliated graphene.
embodiments of the technology relate to a master batch composition comprising graphene and poly(vinylpyrrolidone).
the master batch composition comprises graphene and a poly(vinylpyrrolidone) in a weight ratio of 1:1 to 1:10.
thermoplastic polymers such as, e.g., high density polyethylene, low density polyethylene, polycarbonate, and polypropylene. Accordingly, embodiments of the technology relate to a master batch composition comprising graphene and a thermoplastic polymer.
the master batch composition comprises graphene and a thermoplastic polymer in a weight ratio of 1:1 to 1:5.
the master batch comprises graphene having an average thickness that is less than 10 atomic layers, a minimum of 5% of the graphene is single atomic layer graphene, and the oxygen content of the graphene is less than 1%. In some embodiments, the master batch comprises graphene having an average thickness that is less than 5 atomic layers, a minimum of 10% of the graphene is single atomic layer graphene, and the oxygen content of the graphene is less than 1%. In some embodiments, the master batch comprises graphene having an average thickness that is less than 3 atomic layers, a minimum of 20% of the graphene is single atomic layer graphene, and the oxygen content of the graphene is less than 0.5%. In some embodiments, less than 10% of the graphene nanoplatelets have a maximum diameter of less than 0.5 microns.
the poly(vinylpyrrolidone) has a number average molecular weight of less than or equal to approximately 10,000 u.
the technology is related to polymer nanocomposites, e.g., that are made using the master batch technology provided herein.
the master batch technology allows one to make polymer nanocomposites having amounts and distributions of graphene within the polymer matrix that are improved relative to conventional technologies.
embodiments provide a polymer nanocomposite comprising a polymer and graphene produced by a method comprising the steps of providing a master batch composition as described herein; and mixing some or all of the master batch with a polymer to provide the polymer nanocomposite.
the method comprises melt blending, e.g., to mix the polymer and the master batch.
Some embodiments provide further processing of the polymer nanocomposite, such as embodiments that comprise extruding the polymer nanocomposite.
Embodiments of the polymer nanocomposites provided herein comprise 0.5% to 50% graphene by weight.
the technology also provides embodiments related to a method of making a master batch composition for producing a polymer nanocomposite, the method comprising mixing a slurry of graphene in a solvent system with a polymer; and removing the solvent system to produce a master batch comprising from 15% to 60% (e.g., 35% to 50%) graphene.
the mixing is high shear mixing.
the polymer is a poly(vinylpyrrolidone), a polyacrylamide, or a thermoplastic polymer.
the graphene is provided in a master batch produced according to the technology; e.g., the slurry of graphene is produced by treating graphite in a pyrrolidone (e.g., an N-alkyl-pyrrolidone (e.g., N-methyl pyrrolidone), an N-alkenyl-pyrrolidone (e.g., N-vinyl pyrrolidone), etc.) to produce solvent exfoliated graphene in the pyrrolidone; removing most of the pyrrolidone to produce a concentrated solution or dispersion of graphene in the pyrrolidone; and adding a solvent to the graphene in pyrrolidone to produce the slurry of graphene in the solvent system.
a pyrrolidone e.g., an N-alkyl-pyrrolidone (e.g., N-methyl pyrrolidone), an N-alkenyl-pyrroli
Exemplary solvents for use in the solvent system of the technology are xylenes or methanol.
the pyrrolidone is a polymerizable pyrrolidone (e.g., an N-alkenyl pyrrolidone such as N-vinyl pyrrolidone), which is removed from the composition by polymerization to form a polymer such as poly(vinylpyrrolidone).
the concentrated solution or dispersion of graphene in the pyrrolidone comprises 2% to 8% graphene.
the technology is not limited in the method of removing the solvent; for example, in some embodiments filtration is used to remove the pyrrolidone.
the solvent is removed by converting it by polymerization to form a polymer, e.g., a poly(vinylpyrrolidone).
a mixture of reactive exfoliation solvents may be used.
one or more of N-vinyl pyrrolidone or N, N-dimethyl acrylamide is used.
a copolymerizable monomer is used with one or more reactive exfoliation solvents (e.g., N-vinyl pyrrolidone).
exemplary copolymerizable monomers include, but are not limited to, dialkyfumarates, dialkyl maleates, vinyl alky ethers, and vinyl acetate.
the solvent system comprises 2% to 30% N-alkyl-pyrrolidone and 70% to 98% solvent.
the technology is related to embodiments of a master batch composition for making a polymer nanocomposite made by a method described herein.
Embodiments of the technology are provided relating to a method of making a polymer nanocomposite comprising producing a master batch according to a method described herein; and mixing some or all the master batch with a polymer to provide the polymer nanocomposite.
the mixing comprises melt blending and in some embodiments the method further comprises extruding the polymer nanocomposite.
An exemplary polymer nanocomposite produced by the methods described comprises 0.5% to 50% graphene by weight.
Exemplary embodiments provide a method of making a graphene/poly(vinylpyrrolidone) master batch comprising concentrating a solution or stable dispersion of exfoliated graphene above the solubility and stable dispersion limit of the exfoliated graphene; dissolving PVP in the graphene/solvent slurry in a ratio of 1:1 to 1:10 graphene to PVP; and removing the solvent with continuous mixing to isolate the resultant graphene/PVP master batch as a solid.
Another embodiment provides a method of making a graphene/poly(vinylpyrrolidone) master batch by solvent exfoliating the polymer in a monomer precursor (e.g., N-vinyl pyrrolidone) and then polymerizing the monomer precursor (e.g., N-vinyl pyrrolidone) to a polymer (e.g., poly(vinylpyrrolidone)),
a monomer precursor e.g., N-vinyl pyrrolidone
polymer precursor e.g., poly(vinylpyrrolidone)
some embodiments provide a method of making a graphene/polymer composite comprising melt blending a poly(vinylpyrrolidone)/graphene nanoplatelet master batch composition comprising greater than 10% graphene nanoplatelets by weight with a second polymer composition, wherein said second polymer comprises a polymer other than poly(vinylpyrrolidone).
a graphene/polymer master batch composition comprising a thermoplastic polymer comprising greater than 15%, e.g., greater than 20% by weight, of highly dispersed and exfoliated pristine graphene nanoplatelets such that the average thickness of the nanoplatelets does not exceed 5 atomic layers, a minimum of 10% of the nanoplatelets are single atomic layer graphene, and the oxygen content of the graphene is less than 1%.
the average thickness of the graphene nanoplatelets does not exceed 3 atomic layers, a minimum of 20% of the nanoplatelets are single atomic layer graphene, and the oxygen content of the graphene is less than 0.5%.
the composition less than 10% of the nanoplatelets have a maximum diameter of less than 0.5 microns. In some embodiments, the composition comprises greater than 30% w/w graphene nanoplatelets and in some embodiments the composition comprises greater than 40% w/w graphene nanoplatelets.
the method comprises concentrating a solution or stable dispersion of exfoliated graphene above the solubility and stable dispersion limit of the exfoliated graphene; dissolving a thermoplastic polymer in the graphene/solvent slurry in a ratio of 1:1 to 1:5 graphene to polymer; and removing the solvent with continuous mixing to isolate the resultant graphene/polymer master batch as a solid.
FIG. 1 is a plot showing dynamic mechanical analysis of a polymer nanocomposite produced according to an embodiment of the technology using a graphene/PVP master batch.
FIG. 2 is a plot showing the tensile strength of graphene/PVP/polyamide composites as a function of graphene loading.
FIG. 3 is a plot showing data from tests of elongation for graphene/PVP/polyamide composites as a function of graphene loading.
FIG. 4 is a plot showing data from dynamic mechanical analysis tests of storage modulus for graphene/HDPE composites as a function of graphene loading.
FIG. 5 is a plot of resistivity as a function of graphene loading for graphene/epoxy composites produced from a 10% graphene/epoxy resin master batch.
FIG. 6 is a plot showing data from dynamic mechanical analysis tests of storage modulus for graphene/epoxy composites as a function of graphene loading.
polymer-graphene nanocomposites Provided herein is technology relating to polymer-graphene nanocomposites and particularly, but not exclusively, to methods for producing polymer-graphene nanocomposites using master batches comprising a polymer.
the section headings used herein are for organizational purposes only and are not to be construed as limiting the described subject matter in any way.
the term “or” is an inclusive “or” operator and is equivalent to the term “and/or” unless the context clearly dictates otherwise.
the term “based on” is not exclusive and allows for being based on additional factors not described, unless the context clearly dictates otherwise.
the meaning of “a”, “an”, and “the” include plural references.
the meaning of “in” includes “in” and “on.”
graphene refers to an allotrope of carbon having a structure that is a single planar sheet of sp 2 -bonded carbon atoms arranged in a honeycomb crystal lattice.
graphene includes but is not limited to graphene in the form of a one-atom-thick (monolayer) sheet.
graphene also refers to the form of graphene in which many graphene sheets are stacked together, e.g., as present in the crystalline or “flake” form of graphite.
graphene refers to monolayer (single layer) or multilayer graphene with a nanoscale thickness (e.g., less than 20 and preferably less than 10 layers thick).
pristine means not functionalized, modified, or chemically reacted with other elements such as oxygen.
nanomaterial is a material having one or more external dimensions in the size range of 1 nm to 100 nm.
the “morphology” of a nanomaterial refers to the shape of the discrete nanomaterial particles.
the technology provides embodiments of methods and compositions related to polymer-graphene nanocomposites and particularly, but not exclusively, to methods for producing polymer-graphene nanocomposites using master batches comprising a polymer (e.g., polyvinyl lactams such as, e.g., poly(vinylpyrrolidone), polyacrylamides such as, e.g., poly(N,N-dimethyl acrylamide), polyamides (e.g., poly(alkylamides), etc.).
a polymer e.g., polyvinyl lactams such as, e.g., poly(vinylpyrrolidone)
polyacrylamides such as, e.g., poly(N,N-dimethyl acrylamide
polyamides e.g., poly(alkylamides), etc.
the technology provides a method for producing a master batch comprising graphene for producing a polymer nanocomposite comprising graphene.
Graphene is an allotrope of carbon having a structure that is a single planar sheet of sp 2 -bonded carbon atoms arranged in a honeycomb crystal lattice.
graphene has unique physical properties (e.g., electronic properties, optical properties, thermal properties, quantum-based properties, etc.) and is amongst the strongest materials known.
graphene is a one-atom-thick (monolayer) sheet and in some embodiments (e.g., “few-layer” graphene), many graphene sheets are stacked together.
graphene has a thickness less than 100 nm, e.g., less than 50 nm, e.g., less than 20 nm, e.g., less than 10 nm, e.g., less than 5 nm.
graphene e.g., pristine graphene
graphene is produced by solvent exfoliation of graphite, e.g., as described in U.S. Pat. Appl. Pub. No. 2011/0117361.
graphene is a composition and/or is produced by a method as described in U.S. Pat. Appl. Ser. No. 61/786,944, which is incorporated herein by reference. Similar procedures produce monolayer graphene from multi-layer graphene, few-layer graphene, or bulk graphene.
solvents for producing graphene from graphite include those with a Flory-Huggins parameter (chi value) of less than 0.10, e.g., in some embodiments less than 0.01, and that have a surface tension of approximately 38.4 mJ/m 2 to 40.4 mJ/m 2 .
Exemplary solvents for graphene that have these characteristics include but are not limited to N-alkyl lactams and N-alkenyl lactams, e.g., N-alkyl pyrrolidones such as cyclohexyl-2-pyrrolidone, N-methylpyrrolidone, and N-octyl-pyrrolidone; and N-alkenyl pyrrolidones such as N-vinyl pyrrolidones; and mixtures thereof.
N-alkyl lactams and N-alkenyl lactams e.g., N-alkyl pyrrolidones such as cyclohexyl-2-pyrrolidone, N-methylpyrrolidone, and N-octyl-pyrrolidone
N-alkenyl pyrrolidones such as N-vinyl pyrrolidones
graphene is produced by exfoliation of graphite, e.g., by chemical, physical, or other means. See, e.g., U.S. Pat. No. 6,667,100.
graphene is produced from graphite using physical methods such as using an adhesive surface to remove graphene sheets from graphite and/or abrading graphite.
graphene is produced from graphite by sonication.
graphene is synthesized (e.g., de novo).
graphene is epitaxially grown on various substrates, e.g., a silicon carbide (SiC) or iridium (Ir) substrate.
SiC silicon carbide
graphene is produced by transfer from nickel.
graphene is produced by chemical vapor deposition on thin nickel or copper films, e.g., using methane, ethane, propane, etc. as a carbon source.
graphene is produced by reduction of graphite oxide.
graphene is produced by growth in metal-carbon melts, for example, by dissolving carbon atoms inside a transition metal melt at a certain temperature and then allowing the dissolved carbon to precipitate out at lower temperatures as graphene.
Methods for production of graphene include, e.g., reduction of ethanol by sodium metal, followed by pyrolysis of the ethoxide product, and washing with water to remove sodium salts from the graphene product.
graphene can be produced by the exothermic combustion reaction of certain Group I and II metals, including magnesium, and carbon bearing gases, including carbon dioxide.
nanotubes and graphene sheets are interconvertible. That is, by “cutting” (e.g., by action of potassium permanganate and sulfuric acid or by plasma etching) along the length of a carbon nanotube the tube may “unroll” to from a graphene sheet.
the technology is not limited in the types and/or sources of graphite.
the graphite used to make graphene may be natural or synthetic.
the graphite may be in the alpha (hexagonal) and/or beta (rhombohedral) forms, and may be either flat or buckled.
the alpha form is convertible to the beta form through mechanical treatment; the beta form is convertible to the alpha form by heating above 1300° C.
Natural graphite e.g., obtained by mining and purification of graphite-containing rock
Synthetic graphite may be, e.g., high-quality (e.g., highly ordered pyrolytic graphite or highly oriented pyrolytic graphite) graphite, e.g., having an angular spread between the graphite sheets of less than 1°.
Synthetic graphite may be produced by heating carborundum, e.g., to temperatures above 4000° C.
the graphite is produced by recycling graphite-containing manufactures (e.g., electrodes).
Commercial sources of graphite include, e.g., Technical Grade Graphite from Sargent Chemical Company; a common, commercial 350 Mesh Mr. Zip Graphite Powder from AGS Corporation of Michigan; Asbury Carbons A-625 synthetic graphite, and/or synthetic graphite powder from, e.g., Sigma-Aldrich.
a solution or dispersion of graphene in a first solvent e.g., a pyrrolidone, e.g., an N-alkyl-pyrrolidone, e.g., N-methyl pyrrolidone, or an N-alkenyl pyrrolidone, e.g., N-vinyl pyrrolidone; an acrylamide, e.g., a N,N-dialkyl acrylamide, e.g., N,N-dimethyl acrylamide) is produced.
a first solvent e.g., a pyrrolidone, e.g., an N-alkyl-pyrrolidone, e.g., N-methyl pyrrolidone, or an N-alkenyl pyrrolidone, e.g., N-vinyl pyrrolidone
an acrylamide e.g., a N,N-dialkyl acryl
the solution or dispersion of graphene in the first solvent is a solution or dispersion comprising graphene at 0.1%, 0.2%, 0.3%, 0.4%, 0.5%, 0.6%, 0.7%, 0.8%, 0.9%, or 1.0% or more by weight.
the solution or dispersion is a solution or dispersion comprising exfoliated graphene and in some embodiments the solution or dispersion comprises pristine graphene.
a portion of the first solvent is removed from the graphene solution or dispersion, for instance, by filtration, evaporation (e.g., in some embodiments aided by heating, vacuum methods, and/or by placing in a low pressure system such as a rotatory evaporator), and like methods.
the solution or dispersion is concentrated by micropore filtration through a membrane filter (e.g., having a 0.2- ⁇ m nominal cutoff).
approximately 70%, 75%, 80%, 85%, 90%, 92%, or 95% of the first solvent is removed to provide an approximately 30%, 25%, 20%, 15%, 10%, 8%, or 5% slurry of graphene in the first solvent.
an additional (second) solvent is added to the graphene slurry.
the additional (second) solvent is added in a 1:1 ratio by volume relative to the graphene slurry to which it is added. In some embodiments, this ratio varies from 0.5:1.0 to 1.0:0.5 (e.g., 0.5:1.0, 0.75:1.0, 1.0:1.0, 1.0:0.75, 1.0:0.5).
the first and second solvent are removed from the slurry as above; and, in some embodiments, the addition of the second solvent and the solvent removal steps are repeated one or more times.
the process provides a slurry or dispersion of graphene in the first and second solvents.
the solvent system comprising the first and second solvents comprises approximately 1% to 40% of the first solvent (e.g., a pyrrolidone, e.g., an N-alkyl-pyrrolidone, e.g., N-methyl pyrrolidone, or an N-alkenyl pyrrolidone, e.g., N-vinyl pyrrolidone; an acrylamide, e.g., a N,N-dialkyl acrylamide, e.g., N,N-dimethyl acrylamide) and 60% to 99% of the second solvent.
the first solvent e.g., a pyrrolidone, e.g., an N-alkyl-pyrrolidone, e.g., N-methyl pyrrolidone, or an N-alkenyl pyrrolidone, e.g., N-vinyl pyrrolidone
an acrylamide e.g.,
the second solvent is a xylene or mixture of xylenes and in some embodiments the second solvent is an alcohol such as methanol.
the concentration of graphene in the solvent system is, e.g., from 1% to 10%, e.g., 1%, 2%, 3%, 4%, 5%, 6%, 7%, 8%, 9%, or 10% or more. In some embodiments, the concentration of graphene in the solvent system is 5%.
the first solvent is a polymerizable solvent, e.g., an N-alkenyl pyrrolidone, e.g., N-vinyl pyrrolidone; an acrylamide, e.g., a N,N-dialkyl acrylamide, e.g., N,N-dimethyl acrylamide; or the like; and mixtures thereof.
a polymerizable solvent e.g., an N-alkenyl pyrrolidone, e.g., N-vinyl pyrrolidone
an acrylamide e.g., a N,N-dialkyl acrylamide, e.g., N,N-dimethyl acrylamide, or the like
acrylamide e.g., a N,N-dialkyl acrylamide, e.g., N,N-dimethyl acrylamide
a separate solution of a polymer e.g., a thermoplastic polymer, e.g., high density polyethylene, low density polyethylene, polycarbonate, and/or polypropylene
a polymer e.g., a thermoplastic polymer, e.g., high density polyethylene, low density polyethylene, polycarbonate, and/or polypropylene
suitable polymers are discussed below.
a solution of polypropylene in xylenes is produced by stirring polypropylene pellets into xylenes and boiling with stirring until dissolution is complete.
the polymer in the second solvent is high shear mixed, e.g., in some embodiments with a high shear mixing screen.
the graphene slurry (e.g., a 5% graphene slurry master batch produced as above) is added to the polymer in the second solvent and mixed, e.g., high shear mixed, e.g., for 1 to 30 minutes (e.g., 5, 10, 15, 20, 25, or 30 minutes).
a polymer is added directly to the graphene slurry (e.g., a 5% graphene slurry master batch produced as above) and mixed, e.g., high shear mixed, e.g., for 1 to 30 minutes (e.g., 5, 10, 15, 20, 25, or 30 minutes).
the polymer is a solid (e.g., pellets, powder, granules, etc.) and in some embodiments the polymer is a liquid.
embodiments provide for the addition of a poly(N-vinyl lactam) (e.g., poly(vinylpyrrolidone)) powder to the graphene slurry.
the poly(N-vinyl lactam) e.g., poly(vinylpyrrolidone)
Exemplary embodiments comprise use of poly(vinylpyrrolidone) (PVP), which is a water-soluble polymer made from the monomer N-vinylpyrrolidone.
PVPP polyvinylpolypyrrolidone
PVPP is a highly cross-linked modification of poly(vinylpyrrolidone).
poly(vinylpyrrolidone) is used herein to refer to poly(vinylpyrrolidone) in various states of cross-linked polymerization, including preparations of poly(vinylpyrrolidone) (PVP) that may also be known in the art as PVPP.
PVP poly(vinylpyrrolidone)
the synthesis and physical properties of PVP and PVPP are well-known in the art (e.g., see Haaf el (1985) “Polymers of N-vinylpyrrolidone; synthesis, characterization, and uses” Polymer J. 17(1): 143).
the PVP is provided in forms that allow its introduction into a sample that is to be processed, e.g., as a powder, slurry, suspension, in granules, and the like.
embodiments After mixing the graphene slurry and the polymer (e.g., a thermoplastic polymer (e.g., high density polyethylene, low density polyethylene, polycarbonate, and/or polypropylene); a poly(alkenyl lactam) (e.g., poly(vinyl lactam)); etc.), embodiments provide that solvent is removed to provide a wet cake comprising graphene, solvents (e.g., remaining portions of the first and second solvents), and polymer.
a thermoplastic polymer e.g., high density polyethylene, low density polyethylene, polycarbonate, and/or polypropylene
a poly(alkenyl lactam) e.g., poly(vinyl lactam)
solvent e.g., remaining portions of the first and second solvents
Exemplary methods of solvent removal include but are not limited to heating (e.g., boiling), using a rotatory evaporator, heating in a vacuum oven (e.g., at 40° C., 50° C., 60° C., 70° C., 80° C., 90° C., 100° C., 110° C., or at 120° C. or more, depending on the solvent, and under less than 5, or at approximately 5, 10, 25, 50, 75, or 100 mmHg of pressure), drying, and combinations of these methods.
heating e.g., boiling
a vacuum oven e.g., at 40° C., 50° C., 60° C., 70° C., 80° C., 90° C., 100° C., 110° C., or at 120° C. or more, depending on the solvent, and under less than 5, or at approximately 5, 10, 25, 50, 75, or 100 mmHg of pressure
the final master batch of graphene comprises approximately 30%, 35%, 40%, 45%, 50%, 55% or more of graphene and approximately 70%, 65%, 60%, 55%, 50%, 45%, or less of the polymer (e.g., a thermoplastic polymer (e.g., high density polyethylene, low density polyethylene, polycarbonate, and/or polypropylene); a poly(alkenyl lactam) (e.g., poly(vinyl lactam)); etc.).
the first solvent is reactive (polymerizable) and the reactive solvent is removed by conversion of the reactive solvent to a polymer in the presence of the exfoliated graphene in the slurry master batch. In some embodiments, this polymerization is conducted in the presence of added solvent.
An exemplary reactive solvent is N-vinyl pyrrolidone.
Another exemplary reactive solvent is N,N-dimethyl acrylamide.
the master batch is used in some embodiments for the preparation of a polymer nanocomposite.
the graphene/polymer master batch is mixed (e.g., by melt blending or other methods known in the art) with a polymer to make the nanocomposite.
the polymer of the graphene/polymer master batch and the polymer added to make the polymer nanocomposite are the same polymer, e.g., polyvinyl pyrrolidone; in some embodiments, the polymer of the graphene/polymer master batch and the polymer added to make the polymer nanocomposite are related polymers (e.g., having similar structure but different molecular weight), e.g., low molecular weight poly(vinylpyrrolidone) and high molecular weight poly(vinylpyrrolidone); and, in some embodiments, the polymer of the graphene/polymer master batch and the polymer added to make the polymer nanocomposite are different polymers, e.g., poly(vinylpyrrolidone) and polyamide, polyethylene, polycarbonate, polypropylene, etc. In some embodiments, the polymer nanocomposite is further processed, e.g., by extrusion or other methods know in the
the master batch is made by mixing the graphene solvent dispersion with a liquid epoxy resin monomer and removing the solvent.
the epoxy resin monomer master batch can then be let down (diluted) with additional epoxy resin monomer and treated with hardener to polymerize (cure) it to form the final polymer composite.
the technology is not limited in the polymer that is used to make the polymer nanocomposite.
the polymer is a thermoplastic, a thermoset, and/or an elastomer.
the polymer is an epoxy.
the polymer is a polypropylene.
the polymer is a polyester, a polyamide, a polystyrene, a polyvinyl (e.g., a polyvinyl chloride), a polyimide, a polydimethylsiloxane, a polyolefin, a polycarbonate, a nitrile rubber, a poly(styrene-co-acrylic acid), a polyurethane, a silicone, a poly(ethylene-co-vinyl acetate), a poly(methylmethacrylate), a butyl rubber, an acrylic rubber, a poly(N-vinyl pyrrolidone), a poly(ethylene oxide), an ethylene-propylene-diene monomer rubber, natural rubber, styrene butadiene rubber, poly(ethylene-co-octene), halobutyl rubber, silylated-sulfonated poly(ether ether ketone), poly(benzimidizole), fluorinated poly(
the polymer nanocomposite compositions produced by this method comprise graphene at approximately 0.1% to 50% graphene in a polymer matrix.
the polymer nanocomposites made from the master batch technology provided herein find use in many applications. For example, some uses include providing a polymer nanocomposite that is slightly electrically conductive but that has a relatively high electrical resistance for use in protection against static electricity and as an electrical shielding material. Also, a conductive polymer nanocomposite material having a relatively low electrical resistance may be used for printed wiring, in batteries, in photoelectric devices (e.g., solar cells), etc.
a flame retardant material may be produced, e.g., by dispersing nanomaterials (e.g., graphene and carbon nanotubes) in a solvent and then introducing the solvent into a polymer matrix.
nanomaterials e.g., graphene and carbon nanotubes
a polymer nanocomposite finds use in the preparation of fibers having a high strength, resiliency, and/or elasticity. Such fibers find use, e.g., in the preparation of textiles, ropes, and the like.
the polymer nanocomposites also find use in the preparation of activated carbon filters.
the polymer nanocomposites also find use in the preparation of filler or fiber reinforced composites, for example, epoxy vinyl ester and unsaturated polyester prepregs or B-stage systems that are cured to filler and fiber reinforced thermosetting plastic composites.
the polymer nanocomposites find use in the production of rubber, e.g., for tires.
Tires made from a polymer nanocomposite according to the technology e.g., incorporating graphene and carbon nanotubes
Polymer nanocomposites also attenuate incident ultraviolet radiation while being transparent to visible radiation; as such, polymer nanocomposites find use as a material to provide ultraviolet resistance, e.g., to minimize or eliminate degradation of a polymer from exposure to ultraviolet radiation.
Polymer nanocomposites find use as a synthesis scaffold for building biological materials, for example at the cell level, or for other chemical or biological syntheses.
polymer nanocomposites comprising graphene nanoplatelets were produced using a graphene/thermoplastic polymer master batch and tested.
Exfoliated graphene nanoplatelets (200 g) were prepared as a 0.5% solution or dispersion in N-methylpyrrolidone (NMP, Sigma-Aldrich, HPLC grade) from synthetic graphite (Sigma-Aldrich, ⁇ 20 ⁇ m particle size) using solvent exfoliation methods, e.g., as described in U.S. Pat. Appl. Pub. No. 2011/0117361, which is incorporated herein by reference.
the 0.5% solution or dispersion was concentrated by micropore filtration through a 0.2-micron nylon membrane filter until 90% of the solvent had permeated the membrane. Filtration left a 5% slurry of graphene nanoplatelets in NMP as the retentate.
120 melt polypropylene pellets (200 g) were dissolved in 2.0 L of xylenes (Sigma-Aldrich, ACS reagent grade) while stirring and heating to boiling.
the polypropylene in xylenes solution was then high shear mixed at 8,000 rpm using a Silverson L5M-A lab mixer with the standard mixing assembly fitted with a square hole high shear mixing screen.
the 5% graphene slurry (4.0 L) was added to the polymer solution and high shear mixing was continued for an additional 5 minutes. The mixture was allowed to cool overnight with constant agitation (e.g., on an orbital shaker), resulting in a viscous suspension.
This viscous suspension was transferred to a rotary evaporator and the solvent was removed by rotary evaporation at ⁇ 10 mmHg pressure and a temperature of approximately 55° C. for xylenes removal and approximately 90° C. for NMP removal. Solvent removal left a wet cake containing about 50% solids. The wet cake was transferred to aluminum drying pans and dried in a vacuum oven at approximately 50 mmHg pressure and 100 to 120° C.
the graphene/polypropylene master batch (50% w/w graphene, as prepared above, 40% of final composition) was melt blended with a mixture of 2 melt polypropylene (23.7% of final composition), 12 melt polypropylene (29.6% of final composition), Engage 8003 (5% of final composition), and maleated polypropylene (1.7% of final composition) on a 26 mm co-rotating twin screw extruder.
a reference composite containing the same polymer composition as above was produced using 20% graphite in place of the 20% graphene by blending under the same conditions except that the graphite was added into the extruder as powder along with the polymers.
the test graphene composite and the control reference graphite composite were pelletized, injection molded, and subjected to mechanical and electrical tests (see Tables 1-3).
the tensile data show that the graphene composite has 8% greater tensile strength and 12% greater elongation at break than the graphite reference composite.
the graphene composite has 14% lower tensile modulus than the graphite reference composite, but withstands 141% greater force in the notched impact test and 153% greater force in the unnotched impact test.
both composites showed very high surface resistivity that was not detectably different, but both composites showed volume resistivity of the same order of magnitude in the static dissipative range with the graphene composite being significantly less resistive (more conductive) than the graphite composite.
polymer nanocomposites comprising graphene nanoplatelets were produced using a graphene/PVP master batch and tested.
Exfoliated graphene nanoplatelets (100 g) were prepared as a 0.5% (by weight) solution or dispersion in N-methylpyrrolidone (NMP) from synthetic graphite (Sigma-Aldrich, ⁇ 20 ⁇ m particle size) using solvent exfoliation methods, e.g., as described in U.S. Pat. Appl. Pub. No. 2011/0117361.
NMP N-methylpyrrolidone
the slurry was then high shear mixed for 10 minutes at 8,000 rpm using a Silverson L5M-A lab mixer with the standard mixing assembly fitted with a square hole high shear mixing screen.
the slurry was then concentrated by boiling in an open beaker with constant stirring until increasing viscosity prevented further stirring. Heating was continued until a wet cake containing about 50% solvent by weight remained.
the wet cake was then transferred to a vacuum oven and dried at 100° C. at 20 mmHg pressure until all residual solvent was removed.
the final composition of the master batch was determined to be 45% by weight graphene and 55% by weight PVP.
the graphene/PVP master batch (as prepared above) was melt blended with 100% polyamide 6 on a 26-mm co-rotating twin screw extruder with a flat temperature profile at 240° C. and a screw speed of 250 rpm.
the final composition of the extrudate was 81.25% polyamide 6, 10.31% PVP, and 8.44% graphene.
Two types of control samples containing 100% polyamide 6 and containing 89.69% polyamide 6 and 10.31% PVP were extruded under the same conditions.
the test and control samples were pelletized, injection molded, and subjected to tensile testing and dynamic mechanical analysis (3-point bending mode).
Tensile data for the samples is summarized in Table 4 and the dynamic mechanical analysis (DMA) data are summarized in FIG. 1 .
the tensile data show that the graphene composite has 29% greater tensile strength and 74% greater tensile modulus than the control sample containing polyamide 6 and the same amount of PVP.
the graphene composite has 12% greater tensile strength and 61% greater tensile modulus than the 100% polyamide 6 control sample.
the DMA data show that the graphene composite has about 70% greater storage modulus at 25° C. and a significantly higher storage modulus up to 150° C. compared to the polyamide 6/PVP and 100% PA6 control samples.
composites of graphene, PVP, and polyamide were produced from a graphene/PVP master batch and experiments were conducted to test the graphene/PVP/PA-6 composites.
graphene/PVP master batches were prepared comprising a 50% loading of graphene.
Exfoliated graphene nanoplatelets (260 g) were prepared as a 0.5% solution in N-methyl pyrrolidone (“NMP”) (Sigma-Aldrich, HPLC grade) from synthetic graphite (Sigma-Aldrich, ⁇ 20 ⁇ m particle size) using solvent exfoliation methods as described in U.S. Pat. Appl. Pub. No. 2011/0117361, which is incorporated herein by reference in its entirety.
NMP N-methyl pyrrolidone
the 0.5% solution was concentrated by cross-flow micropore filtration on a filtration system (Sterlitech Sepa CF II) using a 0.2-micron nylon membrane filter until 88% of the solvent had permeated the membrane leaving a 4% slurry of graphene nanoplatelets in NMP as the retentate.
MeOH methanol
PVP poly(vinyl pyrrolidone)
the MeOH/PVP dilution and re-concentration steps were carried out three more times to displace NMP with MeOH to produce a final solvent composition that was approximately 5% NMP and 95% MeOH.
the PVP-graphene-solvent mixture was then high shear mixed at 8000 rpm using a lab mixer (Silverson L5M-A) with the standard mixing assembly fitted with a square-hole high shear mixing screen.
the mixture was then concentrated by rotary evaporation at ⁇ 10 mm Hg of pressure and at a temperature of approximately 40° C. (for MeOH removal) and approximately 90° C. (for NMP removal) to produce a thick slurry containing about 25% solids.
the slurry was transferred to aluminum drying pans and dried in a vacuum oven at approximately 30 mm Hg pressure and 120° C. to 150° C.
a graphene/PVP master batch comprising a 50% loading of graphene was melt blended with polyamide.
a graphene/PVP master batch (prepared as described above) was melt blended with film grade polyamide 6 (PA-6, Ashlene 851, Ashley Polymers) on a 26-mm co-rotating twin screw extruder with a flat temperature profile at 240° C. and screw speed of 250 rpm.
film grade polyamide 6 PA-6, Ashlene 851, Ashley Polymers
Various let-down ratios were run to produce final composite compositions with 1.0%, 1.5%, 2.7%, 4.0%, and 7.0% graphene loading by weight.
100% film grade polyamide 6 was extruded under the same conditions for use as a control polymer and all extrudates were pelletized. Blown films with average thicknesses of about 1 mil were made from each of the extrudates and the films were tested for tensile properties by Akron Rubber Development Laboratory Inc. (ARDL, Akron, Ohio).
composites of graphene and linear low density polyethylene were produced from a graphene/LLDPE master batch and experiments were conducted to test the graphene/LLDPE composites.
graphene/LLDPE master batches were prepared comprising a loading of 50% graphene.
Exfoliated graphene nanoplatelets (8 g) were prepared as a 0.7% solution in NMP (Sigma-Aldrich, HPLC grade) from synthetic graphite (Asbury Carbons, ⁇ 200 mesh) using solvent exfoliation methods as described in U.S. Pat. Appl. Pub. No. 2011/0117361, which is incorporated herein by reference in its entirety.
the 0.7% solution was concentrated by vacuum filtration through a 0.45-micron nylon membrane filter until 80% of the solvent had permeated the membrane, producing a slurry comprising 20% of the solvent volume and a graphene wet cake.
the mixture was allowed to cool under continuous magnetic stirring.
the resulting slurry was concentrated by rotary evaporation at ⁇ 10 mm Hg pressure and at a temperature of approximately 60° C. (for xylenes removal) and approximately 90° C. (for NMP removal) to produce a thick slurry containing about 20% solids.
the slurry was transferred to aluminum foil and dried in a vacuum oven at approximately 30 mm Hg pressure and 140° C.
a graphene/LLDPE master batch comprising a 50% loading of graphene was melt blended with additional LLDPE.
a graphene/LLDPE master batch with 50% graphene loading (prepared as described above) was used to produce a graphene/LLDPE composite with a 3% graphene loading.
One part of the master batch was mixed with 15.7 parts by weight of LLDPE (Dow 5230G) to produce a final composite with a graphene loading of 3.0% by weight.
the mixed sample was melt blended on a conical twin screw micro-compounding extruder (DACA) at a screw rotation of 31 rpm (at a preload of 50 N) and at a temperature of 190° C. for 3 minutes, then extruded.
the extrudate was formed into a 4-inch by 4-inch by 0.008-inch film on a Carver Press at 10,000 lbf and 356° F.
the resultant film was tested for tensile properties by Akron Rubber Development Laboratory Inc. (ARDL, Akron, Ohio).
composites of graphene and high density polyethylene (HDPE) were produced from a graphene/HDPE master batch and experiments were conducted to test the graphene/HDPE composites.
graphene/HDPE master batches were prepared comprising a loading of 20% graphene.
Exfoliated graphene nanoplatelets 100 g were prepared as a 0.5% solution in NMP (Sigma-Aldrich, HPLC grade) from synthetic graphite (Asbury Carbons, ⁇ 200 mesh) using solvent exfoliation methods as described in U.S. Pat. Appl. Pub. No. 2011/0117361, which is incorporated herein by reference.
the 0.5% solution was concentrated by rotary evaporation at ⁇ 10 mm Hg pressure and at a temperature of approximately 100° C. until 90% of the solvent had been removed to produce a 5% slurry of graphene nanoplatelets in NMP.
HDPE Longell Basell LP540200, “Petrothene” pellets were dissolved in xylenes (Sigma-Aldrich, ACS reagent grade) at 1 g per 100 ml while stirring and heating at boiling.
a graphene/PVP master batch (prepared as described above) was melt blended with HDPE (Lyondell Basell LP540200, “Petrothene”) at ratios to produce final composite loadings of 0.5%, 1.0%, 2.0%, and 5.0% graphene.
the blends were extruded on a 26-mm co-rotating twin screw extruder with a flat temperature profile at 160° C. and a screw speed of 250 rpm. 100% HDPE was extruded under the same conditions for use as a control polymer. All extrudates were pelletized and injection molded into test bars for tensile and DMA testing.
an epoxy resin master batch comprising a loading of 10% by weight of exfoliated graphene nanoplatelets was prepared and used to make graphene/epoxy composites containing various lower loadings of graphene.
Exfoliated graphene nanoplatelets (1.95 g) were prepared as a 0.53% solution or dispersion in N-methylpyrrolidone (NMP, Sigma-Aldrich, HPLC grade) from synthetic graphite (Sigma-Aldrich, ⁇ 20 ⁇ m particle size) using solvent exfoliation methods described in U.S. Pat. Appl. Pub. No. 2011/0117361, which is incorporated herein by reference. Then, the dispersion was suction filtered in a Buchner funnel using a 0.45- ⁇ m nylon membrane filter to remove most of the solvent leaving a wet cake.
HPLC grade synthetic graphite
the wet cake was washed with acetone (Sigma-Aldrich, ACS reagent grade) with continued suction filtration to remove excess acetone.
the resultant wet cake was stirred into an amount of liquid epoxy resin (Dow DER 332) to achieve a final total carbon loading of 10% by weight in a cured composite (i.e. after addition of hardener).
Each resin was diluted with approximately 40 ml of acetone and high shear mixed for one hour at 5,000 rpm using a Silverson L5M-A lab mixer with the standard mixing assembly fitted with a square hole high shear mixing screen.
the resultant dispersion was transferred to a round bottom flask and the acetone was removed at reduced pressure on a Buchi R-200 rotary evaporator with continued heating at 95° C. to remove the residual solvent (e.g., NMP).
the graphene/epoxy resin master batch was divided into aliquots.
One aliquot was mixed with epoxy hardener (Dow, DEH 20), poured onto foil in a thin layer (e.g., having a thickness of approximately 2 mm), and cured by heating on a hot plate at 120° C. for 4 hours.
Additional cured test samples with lower loadings of the nanomaterials were prepared by diluting the remaining aliquots with epoxy resin before adding the hardener and curing the samples under the same conditions.
graphene/epoxy nanocomposites prepared as described above were tested for electrical resistivity using a megohmmeter (Static Solutions RT-1000). Electrical resistivity data were collected from tests of the epoxy composite samples ( FIG. 5 ). In particular, electrical resistivity data were collected as a function of graphene loading. Resistivity of the composites decreases with increased graphene loading from 1 ⁇ 10 12 ohm-cm for the epoxy only control to 4 ⁇ 10 7 ohm-cm for the composite with 10% graphene. Polymers with volume electrical resistivities less than 10 11 Ohm-cm, but greater than 10 4 Ohm-cm, have electrostatic charge dissipation (ESD) properties that are useful in many applications.
ESD electrostatic charge dissipation

Description

Claims ( 15 ), priority applications (1), applications claiming priority (3), publications (2), id=51537626, family applications (1), country status (4), cited by (4), families citing this family (26), citations (12).

2014-03-14 WO PCT/US2014/028425 patent/WO2014144139A1/en active Application Filing
2014-03-14 CN CN201480027364.7A patent/CN105452359A/en active Pending
2014-03-14 US US14/776,022 patent/US9790334B2/en not_active Expired - Fee Related
2014-03-14 EP EP14764697.0A patent/EP2970627A4/en not_active Withdrawn

Patent Citations (12)

Non-patent citations (5), also published as, similar documents, legal events.

카테고리 이동 IP Insight :: 국제 지식재산권 판례 심층분석

[미국특허분쟁사례] 특허권 양도 계약 체결 시 유의 사항

2020. 2. 5. 10:30

본문 폰트 크기 조정 본문 폰트 크기 작게 보기 본문 폰트 크기 크게 보기 가

특허권 양도 계약 체결 시 유의 사항

- Lone Star Silicon Innovations v Nanya Tech. Corp, Nos. 2018-1581, 2018-2582 (Fed. Cir. May. 30. 2019) -

본 사안의 쟁점은 특허권을 전부 양도(assignment)한 것인지, 단순히 실시허락(license)을 한 것인지 여부이다.

1. ‘모든 권리, 소유권, 이익(all right, title and interest)’을 이전(transfer)한다는 내용으로, ‘특허양도계약(patent transfer agreement)’이라는 명칭의 계약을 체결하였다고 하더라도, 특허권 행사 및 이전 등에 있어 그 권리를 축소하는 상당한 제한 사항을 두고 있는 경우, ‘모든 실질적인 권리(all substantial rights)’가 양도되었다고 볼 수 없다. 즉 실시권자에 불과한 Lone Star사에게는 특허법 제281조상 특허침해소송을 제기할 법률상 당사자적격이 인정되지 않는다는 지방법원 판시를 인용한다.

2. 연방민사소송규칙 제19조에 따라 특허권자인 AMD사를 참가(joined)시켜야 하는지 여부에 대한 분석을 거치지 않은 지방법원의 판시에는 오류가 있다고 보아 파기환송한다.

Ⅲ. 사건의 경과 및 지방법원 판결

2016년 Lone Star Silicon Innovations LLC(이하 ‘Lone Star사’)는 Nanya Technology Corporation, Nanya Technology Corporation U.S.A., Nanya Technology Corporation Delaware, United Microelectronics Corporation, UMC Group(USA)(이하 ‘Nanya사 등’)이 Advanced Micro Devices(이하 ‘AMD사’)의 집적회로 제조와 관련된 여러 건의 문제된 특허를 침해하였음을 이유로 Nanya사 등을 상대로 캘리포니아 북부 지방법원에 특허침해소송을 제기하였다.

AMD사는 Lone Star사에 당해 특허에 대한 ‘모든 권리, 소유권, 이익(all right, title and interest)’을 이전(transfer)한다는 문구가 포함된 ‘특허양도계약(patent transfer agreement)’이라는 명칭의 계약을 Lone Star사와 체결한 바 있다. 하지만 이 계약에는 Lone Star사가 특허권을 행사(enforce)하고 양도하는 데 있어 상당한 제한을 부과하는 조항들을 두고 있었다.

캘리포니아 북부 지방법원은 첫째, 오직 특허권자(patentee) 또는 특허에 대한 ‘모든 실질적인 권리(all substantial rights)’를 취득한 자만이 침해 소송을 제기할 수 있음을 언급하며, 특허권자도 아니고 모든 실질적인 권리를 취득한 자도 아닌 Lone Star사는 단독으로 당해 특허들에 대해 권리를 주장할 수 없다고 판시하였다. 둘째, Lone Star사가 연방민사소송규칙(Federal Rules of Civil Procedure, 이하 ‘FRCP’) 제19조를 근거로 필수적 당사자(necessary party)로서 AMD사와의 공동 소송 진행을 요청한 데 대해, 이는 부당한 선입견(unfairly prejudice)을 주거나 단지 이목을 끌기 위한 술책(gimmick)으로 활용될 뿐이라는 이유로 이를 받아들이지 않았다. 이에 Lone Star사는 연방특허항소법원(United States Court of Appeals for the Federal Circuit, 이하 ‘CAFC’)에 항소하였다.

Ⅳ. 연방특허항소법원 판결

특허법 제281조는 특허권자만이 특허 침해에 대한 민사소송을 제기할 수 있다고 규정하고 있다. 여기서 ‘특허권자’라 함은 발명자(inventor) 또는 특허받을 권리를 양도받은 자(original assignee)와 같은

....................................................................

더 자세한 내용 (법원의 판결 / 시사점)은 배너를 클릭하여 참조해주세요. ⇨

본 블로그에서 제공하는 콘텐츠는 저작권법에 의하여 보호받는 저작물로써, 저작권은 IP-NAVI에게 있습니다. 별도의 저작권 표시 또는 출처를 명시하지 않고 무단 복제, 배포하는 경우에는 저작권법 제 136조의 1에 의한 저작재산권 침해죄에 해당하는 5년이하의 징역 또는 5천만원 이하의 벌금에 처해질 수 있음을 유념하시기 바랍니다. ⓒ 2018, IP-NAVI ( www.ip-navi.or.kr )

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301-Ownership/Assignability of Patents and Applications
A patent or patent application is assignable by an instrument in writing, and the assignment of the patent, or patent application, transfers to the assignee (s) an alienable (transferable) ownership interest in the patent or application. 35 U.S.C. 261 . II. ASSIGNMENT. "Assignment," in general, is the act of transferring to another the ...
PDF The USPTO Patent Assignment Dataset: Descriptions and Analysis
that may issue therefrom, unless there is an assignment."2 A legally valid assignment (generally a legal agreement) transfers all or part of the right, title, and interest in a patent or application from an existing owner (an assignor) to a recipient (an assignee).3 The USPTO allows parties to record assignments of
Avoiding the Pitfalls of Assigning an Interest in an LLC
First, assignors can make sure that the assignment provides an end to their membership in the company by agreement of all members, along with a mechanism set forth for the assignee to assume the membership interest. Second, assignors can include an express written release and waiver of any post-assignment duties to the company or its members ...
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Assignment of Interest In LLC: Everything You Need to Know
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Patent Assignment: How to Transfer Ownership of a Patent
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[미국특허분쟁사례] 특허권 양도 계약 체결 시 유의 사항 : 네이버 블로그
특허권을 전부 양도(assignment)한 것인지, 단순히 실시허락(license)을 한 것인지 여부. 판결요지. 1. '모든 권리, 소유권, 이익(all right, title and interest)'을 이전(transfer)한다는 내용으로, '특허양도계약(patent transfer agreement)'이라는 명칭의 계약을 체결하였다고 ...

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