5
PLAYBOOK TEMPLATES
Material Transfer Agreement (MTA)
An MTA governs the transfer of tangible research materials between organizations. This playbook highlights confidentiality, permitted use, and ownership of resulting data or inventions.
Intellectual Property Ownership
Negotiation strategy
Ensure that all inventions, data, and materials developed are clearly owned by the Company. Negotiate for exclusive commercialization rights and include provisions for prompt disclosure of any developments.
Negotiate for a non-exclusive, royalty-free license to use the developed IP for fulfilling contractual obligations. Ensure that any jointly developed IP includes fair cross-licensing terms.
Essential elements
1
Ownership of Inventions
Defines who owns created IP.
2
Licensing and Usage Rights
Outlines usage permissions.
3
Cross-Licenses
Terms for shared IP use.
Action framework
ACCEPT
Propose edits if the ownership terms are unclear or do not align with strategic goals.
EDIT
Reject if the clause does not protect the company's IP interests or lacks clear commercialization rights.
ADD
Add language to clarify ownership, licensing, and commercialization rights if missing.
PRO TIP
Always ensure IP clauses align with your strategic goals and provide clear commercialization pathways.
Real-world examples
FAVORABLE
Clear Ownership and Disclosure
"All inventions, data, and materials developed during the term of this Agreement shall be owned by the party that creates them. Each party shall promptly disclose to the other party any inventions, data, or materials developed during the course of the Agreement."
NEUTRAL
Basic Licensing Terms
"Each party grants to the other a non-exclusive, royalty-free license to use any inventions, data, or materials developed during the term of this Agreement solely for the purpose of fulfilling their obligations under this Agreement."
UNFAVORABLE
Ambiguous Ownership
"The ownership of inventions, data, and materials developed during the term of this Agreement shall be determined at a later date."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, ensure that IP ownership is clearly defined to mitigate potential disputes and align with risk management strategies.
Collaborative Research
For collaborative research, establish clear cross-licensing terms to facilitate joint development and commercialization efforts.
International Agreements
In international agreements, consider jurisdictional differences in IP laws and ensure clauses are compliant with local regulations.
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WEEK 1
CLM Readiness and Design
Our CX team works with you to understand your contracting challenges, prioritize key workflows, and identify the biggest impact areas. We build a tailored implementation plan that fits your needs.
WEEK 2
Install Module
We connect DocJuris to your contract repositories, set up admin and user accounts, and ensure your environment is ready for success.
WEEK 3
Deliver & Test
Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
Launch
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