Technology Transfer made easy

We take the friction out of buying and selling Academic Intellectual Property.

 

Our Standard Contracts

Clauses, in Plain English

 

Inventionup provides standard contracts that all parties can agree to in a quick and easy manner. This removes the unfair power dynamic between well capitalized academic institutions as well as entrepreneurs, allowing for greater transference of technology into the market. These contracts are created to be as standard as possible with key modifiers. These modifiers include:

  • Revenue amount (as a %): Our standard is 8% of revenue goes to the invention institution of top line revenue.
  • License amount (as a $): Our standard is $5000 for the licensing amount.
  • Milestones: When an agreement is successful, there can be clauses to create milestones to benefit the academic institution. For example, after 10K of sales, 1K will go to the institution. We do not encourage the use of these, as we think they mis-align incentives between the entrepreneur and institution. However we do understand these are quite standard within technology transfer contracts, so we created modifiable clauses for this purpose.
 
A Key Clause: Right to publish. The licenses never , in any way, prevent academic institutions from publishing and creating scientific literature, or even furthering submitting grants. We understand that science is the core of all that academic institutions do, and these contracts will never limit this purpose.

Duty for Commercialization

The Duty for commercialization clause creates a key limit to the transfer: that this is a negotiation in good faith between the inventor and the entrepreneur. The item should be sold properly and make it to market within a reasonable time, and there is an attempt at commercialization.

We understand that not all inventions have commercial potential. If there is a question of the entrepreneurs ability, we often suggest taking the non exclusive route. This is to protect both the academic and the entrepreneur, to ensure there is minimal risk on both sides to fail to monetize. 

As they say in the Valley–>”fail fast”. That is great. We aren’t in the business of encouraging patent trolls. That hurts humanity and prevents the inventions from making a difference in the world.

NET 30 and other payment terms

We specify standard terms in our contracts in regards to monetization and payment. 

1) NET30–entrepreneurs will pay the licensing institution at Net30 when they receive payment. Institutions will provide a clear channel of communication and easy to use channel to deliver payment.

2) Entrepreneurs will keep their own books clean and allow a periodic audit by the licensing university if there are issues.

3) Entrepreneurs and Institution will use the local currency, if there are others than this shall be discussed beforehand

4) Taxes will be paid appropriately by the entrepreneur

5) No escrow for payments, they will be direct from entrepreneur to institution

These terms are standard and are meant to create simplicity and speed in the negotiation. 

Damages and Warranties

Ah, the old conundrum of whose responsible if it breaks. Inventionup specifies this clearly, that this is the responsibility of the entrepreneur. The academic institution should obviously give advice on predictable issues, but the entrepreneur ultimately decides the manufacturing and the scaling, and thus are responsible for the technology, code, hardware, or other parts that dictate the performance. We highly encourage getting a third party involved. In the case of our Partner Qolty.com, for example, they handle the code and manufacturing of the digital health tool as well as server maintenance and HIPAA compliance. This de-risks product maintenance from the entrepreneur, allowing them to focus on the scaling , marketing, and customer acquisition.

Sublicenses

Entrepreneurs have many channels they can license their work out to, and the contracts allow entrepreneurs to do just that. They can sub-license it, create subcontracts, affiliate marketing licenses, and such. It’s the responsibility, ultimately, for the entrepreneur to pay the original inventor the agreed upon percentage revenue.

Arms Length Deals

Inventionup seeks to create transactions that benefit both the academic institution and the entrepreneur, and arms lengths deals ensures that the entrepreneur is truly selling into the market. A key clause is that the entrepreneur will seek to truly sell the invention to a marketplace that they have “arms length” away from.

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