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PLAYBOOK TEMPLATES

Medical Equipment Lease Purchase Agreement

A Medical Equipment Lease & Purchase Agreement governs acquisition or leasing of medical devices and technology. This playbook addresses maintenance, warranties, and ownership transfer terms.

Intellectual Property Rights

Why This Matters: Prevents disputes over proprietary technology, protects competitive advantage, and ensures freedom to operate post-contract.

Negotiation strategy

If you're the Healthcare Provider:

Ensure that all background IP remains with the Company and negotiate for exclusive rights to any foreground IP developed. Consider including a clause for sublicensing rights if necessary.

If you're the Lessee:

Negotiate for joint ownership of foreground IP or at least a non-exclusive license to use it. Ensure that any background IP remains protected and not transferred.

Essential elements

1

Background IP Ownership

Ownership of pre-existing IP.
2

Foreground IP Licensing

Licensing terms for new IP.
3

Post-Termination Rights

Rights after contract ends.

Action framework

ACCEPT

Propose edits if the scope of licenses is too broad or lacks clarity on exclusivity and duration.

EDIT

Reject if the clause fails to protect background IP or imposes unreasonable restrictions on its use.

ADD

Add language to clarify joint ownership terms or to include a dispute resolution mechanism for IP issues.

PRO TIP

Always align IP clauses with your strategic goals and consider potential future uses of the IP.

Example clauses

FAVORABLE

Clear Ownership and Licensing

"The Parties agree that all intellectual property rights existing prior to the execution of this Agreement ('Background IP') shall remain the property of the respective Party. Any intellectual property developed during the term of this Agreement ('Foreground IP') shall be owned by [Party A/Party B], with a non-exclusive, royalty-free license granted to the other Party for the duration of the Agreement."
NEUTRAL

Joint Development Clause

"In the event of joint development, the Parties shall jointly own the Foreground IP, with each Party entitled to an equal share of any revenues generated from its commercialization."
UNFAVORABLE

Ambiguous IP Rights

"All intellectual property developed during the term of this Agreement shall be owned by both Parties without clear terms on usage or licensing."

Fallbacks

Joint Development Projects

In joint development projects, ensure joint ownership provisions are clear, including decision-making and profit-sharing mechanisms.

High-Risk Projects

For high-risk projects, consider more stringent IP protections and detailed licensing terms to mitigate potential disputes.

Cross-Border Agreements

In cross-border agreements, account for jurisdictional differences in IP laws and ensure compliance with international standards.
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