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PLAYBOOK TEMPLATES
Independent Contractor Agreement
An Independent Contractor Agreement defines engagement terms for non-employee service providers. This playbook guides drafting on scope of work, ownership of deliverables, and classification risk mitigation.
IP Ownership
Negotiation strategy
Ensure all IP developed during the engagement is assigned to the company. Include clauses for open-source compliance and indemnification.
Negotiate to retain ownership of pre-existing IP and ensure any assignment is limited to IP developed specifically for the company.
Essential elements
1
IP Assignment
Transfer of IP rights to Company.
2
Pre-existing IP License
License for Contractor's pre-existing IP.
3
Open Source Compliance
Ensure compliance with open-source licenses.
Action framework
ACCEPT
Propose edits if IP assignment is too broad or lacks clarity.
EDIT
Reject if the clause demands assignment of all Contractor's IP, including pre-existing.
ADD
Add clauses for open-source compliance and indemnification if missing.
PRO TIP
Always document any pre-existing IP and ensure it is excluded from assignment clauses.
Real-world examples
FAVORABLE
Comprehensive IP Assignment
"Contractor hereby assigns to Company all right, title, and interest in and to any and all intellectual property created, developed, or reduced to practice by Contractor during the term of this Agreement."
NEUTRAL
Limited Pre-existing IP License
"Contractor grants to Company a non-exclusive, royalty-free, perpetual, irrevocable, worldwide license to use any pre-existing intellectual property incorporated into the deliverables."
UNFAVORABLE
Overreaching IP Assignment
"Contractor assigns all intellectual property rights, including pre-existing IP, to Company without exception."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, ensure IP clauses are robust to protect against potential disputes and liabilities.
Collaborative Development
In collaborative projects, clearly define joint ownership and licensing terms to avoid future conflicts.
Use of Open Source Software
Ensure compliance with all open-source licenses and that the company is indemnified against any claims.
Access all other DocJuris Playbooks
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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
We support you in rolling out DocJuris to a pilot group or your full organization—with launch materials, training, and hands-on support to drive adoption from day one.
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