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Proprietary Information Inventions Agreement

Draft PIIA Agreements in Minutes, Not Hours

12 minutes with CaseMark

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12 minutes with CaseMark

What you'll need

  • Company and Individual Intake Details

SOC 2 Type II · HIPAA compliant · $5 free credit

Workflow

Overview

CaseMark's PIIA drafting skill generates comprehensive Proprietary Information and Inventions Agreements tailored for employee or consultant onboarding. The AI produces fully structured agreements covering invention assignment, confidentiality obligations, DTSA compliance, prior inventions disclosure, and state-specific statutory carve-outs — all from a simple intake of company and individual details.

Drafting Proprietary Information and Inventions Agreements manually requires tracking evolving state-specific carve-outs, ensuring DTSA notice compliance, and customizing provisions for each new hire or consultant. This repetitive yet detail-sensitive work consumes significant attorney time and creates risk when statutory requirements are missed or outdated templates are used.

CaseMark automates PIIA drafting by generating complete, compliance-ready agreements from simple intake details. The AI applies current state-specific carve-outs, includes mandatory DTSA immunity notices, and adapts provisions based on whether the individual is an employee or consultant — delivering polished, ready-to-review agreements in minutes.

How it works

  1. 1. Provide company details, individual information, relationship type, and work state(s)

  2. 2. AI drafts a complete PIIA with state-specific carve-outs and DTSA compliance

  3. 3. Review and customize provisions, prior inventions exhibit, and governing law

  4. 4. Export the finalized agreement in your preferred format (DOCX, PDF)

What you get

  • Parties and Consideration

  • Definitions

  • Confidentiality and Non-Disclosure Obligations

  • Return of Materials

  • Invention Assignment and Work for Hire

  • Prior Inventions Exhibit

  • Cooperation and Power of Attorney

  • DTSA Notice and State-Specific Carve-Outs

  • General Provisions and Governing Law

What it handles

  • Automated PIIA drafting with invention assignment and confidentiality provisions

  • DTSA immunity notice and federal compliance built in

  • State-specific carve-outs for California, Illinois, Washington, and more

  • Prior inventions exhibit generation with scope-based improvement clauses

  • Employee and consultant relationship-type customization

  • Power of attorney and post-termination cooperation provisions

Required documents

  • Company and Individual Intake Details

    Company legal name, entity type, state of incorporation, individual name, address, role title, relationship type, effective date, primary work state(s), and governing law preferences

    .pdf, .docx, .txt

Supporting documents

  • Employment or Consulting Agreement

    Existing employment or consulting agreement for cross-referencing terms and consideration

    .pdf, .docx

  • Prior Inventions List

    List of pre-existing inventions the individual wishes to exclude from the assignment

    .pdf, .docx, .txt

  • Company IP Policy

    Internal intellectual property or device usage policies to incorporate into the agreement

    .pdf, .docx

Why teams use it

Reduce PIIA drafting time from hours to minutes with AI-powered automation

Ensure federal DTSA compliance and state-specific carve-out accuracy across all 50 states

Standardize onboarding IP paperwork across your organization with consistent, thorough agreements

Minimize legal risk with comprehensive invention assignment, work-for-hire, and cooperation provisions

Questions

What is a Proprietary Information and Inventions Agreement (PIIA)?

A PIIA is a legal agreement that protects a company's confidential information and assigns intellectual property rights for inventions created during the employment or consulting relationship. CaseMark drafts these agreements with all essential provisions including invention assignment, confidentiality, and return-of-materials clauses.

Does CaseMark handle state-specific requirements like California's Labor Code §2870?

Yes. CaseMark automatically incorporates mandatory state-specific carve-outs based on the primary work state you provide. This includes California, Illinois, Washington, Delaware, and other states with statutory protections for employee inventions made on personal time.

Can I use this for both employees and independent consultants?

Absolutely. CaseMark tailors the agreement based on the relationship type you select. Employee PIIAs include work-for-hire provisions and wage-compliant cooperation terms, while consultant versions adjust consideration language and IP assignment mechanics accordingly.

What is the DTSA immunity notice and why is it included?

The Defend Trade Secrets Act (18 U.S.C. §1833) requires employers to notify individuals about whistleblower immunity protections for confidential disclosures made to government officials or in court filings. CaseMark automatically includes this federally mandated notice in every PIIA it drafts.

How does CaseMark handle prior inventions?

CaseMark generates a Prior Inventions Exhibit where the individual can list pre-existing inventions excluded from the assignment. If no prior inventions exist, the agreement includes a representation to that effect. Improvements to listed inventions that fall within the assignment scope are addressed as well.

Can I customize the governing law and forum selection?

Yes. You specify your preferred governing law and forum during intake, and CaseMark drafts the agreement accordingly while ensuring mandatory state employment laws are not overridden by the choice-of-law provision.

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