A Management Consulting Agreement governs advisory or professional services engagements. This playbook explores fee structures, confidentiality, and limitation of liability provisions.
Why This Matters: Misaligned IP ownership can jeopardize competitive advantage and expose both parties to infringement claims.
Negotiation strategy
If you're the Company:
Ensure all IP created during the engagement is assigned to the company. Include comprehensive clauses for assignment and cooperation in IP protection.
If you're the Client:
Negotiate for a fair license to use pre-existing IP and ensure moral rights waivers are jurisdictionally compliant.
Essential elements
1
IP Assignment
Transfer of IP rights to Company.
2
License Grant
Rights to use pre-existing IP.
3
Moral Rights Waiver
Waiver of attribution rights.
Action framework
ACCEPT
Propose edits if IP rights are not clearly assigned or if the scope of the license is too broad.
EDIT
Reject clauses that do not comply with jurisdiction-specific IP laws or fail to protect core business assets.
ADD
Add clauses for confidentiality and cooperation if not present.
PRO TIP
Always verify that IP clauses align with both parties' strategic goals and legal standards.
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 conceived by Contractor, either solely or jointly with others, during the term of this Agreement."
NEUTRAL
Standard License Grant
"Contractor grants to Company a perpetual, irrevocable, worldwide, royalty-free, non-exclusive license to use, reproduce, modify, distribute, and display any pre-existing intellectual property."
UNFAVORABLE
Incomplete IP Assignment
"Contractor assigns some rights to Company but retains certain usage rights without clear limitations."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, ensure IP clauses are robust to protect against potential disputes and loss of rights.
Cross-Border Agreements
Consider jurisdiction-specific IP laws and ensure compliance to avoid legal complications.
Collaborative Innovations
Clearly define ownership and usage rights for jointly developed IP to prevent future conflicts.
Unlike complex CLMs with long implementations and steep learning curves, DocJuris is built for speed and simplicity. We integrate with your workflow—whether connecting to a CLM or uploading agreements manually—so you're up and running in days, not months.
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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DocJuris is not a law firm or a substitute for an attorney or law firm. We cannot provide any kind of advice, explanation, opinion, or recommendation about possible legal rights, remedies, defenses, options,selection of forms or strategies.