Contracts

Drafting and negotiating your IP contracts, securing your licences

A strong IP strategy entails secure, negotiated contracts and commercial agreements to maintain market share and protect against competitors.

In order to anticipate possible litigation, to protect yourself from infringement while allowing yourself to develop your business and commercial partners, it is necessary to properly draft and negotiate all contractual aspects related to your IP.

Lavoix supports you in:

Drafting and negotiating all types of IP-related commercial agreements and contracts
Drafting and negotiating your assignment and licence agreements

Drafting and negotiating your transfers of know-how, business secrets, or technical or personal data
Drafting and negotiating your confidentiality agreements, research and development agreements, consortium agreements, and IT agreements of all kinds
Legal audits to support the growth of your business (due diligence, external growth, fund raising)
Appraising your portfolios
Assessing possible damages before proceedings
Drafting and negotiating your memoranda of understanding, particularly in the context of mediation

FAQ

What is an intellectual property contract?

An intellectual property contract is a legal agreement that governs the use, transfer, or availability of a protected innovation (patent, trademark, design, software, artistic work, etc.).

It defines:

The type of rights involved
The conditions of use (duration, territory, applicable media)
The remuneration of the rights holder
The obligations of each party

It protects the innovator’s rights while clarifying the user’s rights for instance, helping to prevent disputes related to the exploitation of the innovations at issue.

What are the different types of contracts?

There are several types of contracts that regulate the use, transfer, or protection of innovations, including:

Assignment contract: An agreement where the holder transfers all or part of their intellectual property rights to a third party.
License agreement: An agreement where the holder authorizes a third party to use the protected innovation without transferring ownership.
It may be exclusive (only the licensee can use it) or non-exclusive (multiple licenses possible).
Collaboration / research / consortium agreement: A contract between multiple parties that defines the distribution and use of rights over a jointly created work.
Commercial agreement: A contract where an IP rights holder (trademark, logo, know-how, patent, etc.) authorizes a third party to use those rights within a defined commercial framework.
Confidentiality agreement or NDA (Non-Disclosure Agreement): it protects confidential information exchanged during a project or collaboration between the parties, prior to the conclusion of an assignment or license contract.

To avoid disputes, it is essential that the contract clearly defines the rights, obligations, and limits of exploitation for each party.

What mandatory clauses must be included in an intellectual property contract?

Any intellectual property contract must include certain key clauses to protect the parties and avoid disputes:

Identification of the parties
Detailed description of the protected innovations
Scope of the rights granted
Contract duration
Geographical scope
Financial terms
Obligations and warranties of the parties
Intellectual property and respect for third-party rights
Termination and penalties
Dispute resolution and applicable law

To this end, it is strongly recommended to consult a Lavoix attorney-at-law to ensure the contract is properly drafted.
Lavoix supports you in all your intellectual property procedures. For any questions, feel free to contact us.

What should I do in case of a breach of contract rights?

If one party fails to comply with the obligations set out in an intellectual property contract, several remedies are available:

Amicable resolution through discussion or a formal notice, to reach an agreement without immediately initiating a legal action.
Mediation or arbitration, involving a neutral third party to help settle the dispute without going to court.
Legal action: if the infringement continues, you may take the matter to the competent court to enforce your rights, claim damages, or stop unauthorized use.

In case of a violation of your rights, it is recommended to keep all evidence of the creation and the breach, and to consult an intellectual property attorney-at-law to secure the process.

Acting quickly and in a structured manner helps protect your rights and limit financial and legal consequences.