PLAYBOOK TEMPLATES
Joint Development Agreement (JDA)
A JDA sets forth terms for collaborative product or technology development, addressing ownership, confidentiality, and IP outcomes. This playbook highlights best practices for defining contributions, milestones, and dispute resolution.
Technology Transactions
Issue & Concept List
License Scope
IP Ownership
Payment Terms
Confidentiality Obligations
Termination Provisions
Indemnification & Liability
Confidentiality & NDA
Quality Control
Improvements & Modifications
Representations & Warranties
Dispute Resolution
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What you get in this playbook
1
License Scope
Defines the permissions granted including the licensed IP, territory, field of use, exclusivity, and sublicensing rights.
2
IP Ownership
Establishes which party retains title to pre-existing IP and how ownership or licenses of new developments or enhancements are handled.
3
Payment Terms
Specifies fees, royalty rates, payment schedule, audit rights, and currency of payment.
4
Confidentiality Obligations
Outlines the treatment, protection, and permissible use of proprietary information exchanged under the agreement.
5
Termination Provisions
Defines the term, renewal mechanics, and rights to terminate for cause or convenience.
6
Indemnification & Liability
Allocates responsibility for third-party claims and breaches and sets caps, baskets, and exclusions on liability.
7
Confidentiality & NDA
Protects sensitive information exchanged before and during the license term.
7
Quality Control
Sets standards, approval processes, and monitoring rights to maintain product or service quality and brand integrity.
8
Improvements & Modifications
Addresses ownership, licensing, and use of enhancements, derivative works, or modifications developed during the license term.
9
Representations & Warranties
Details each party’s assurances regarding authority, IP validity, non-infringement, and compliance with applicable laws.
10
Dispute Resolution
Sets governing law, jurisdiction, and procedures such as negotiation, mediation, arbitration, or litigation for settling conflicts.
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