Intellectual Property Contracts:
Securing the Innovation Value Chain
Behind every innovation lies a network of relationships — between inventors, partners, investors, and end users — all governed by intellectual property contracts.
IP contracts are essential tools for protecting, transferring, and leveraging innovation, in other words, for securing the innovation value chain. From non-disclosure agreements to complex licensing and co-development frameworks, they define how intangible assets are created, shared, and exploited.
Our firm advises and represents you at every stage of your innovation cycle, ensuring your IP contracts are legally sound, enforceable, and aligned with both your IP and business objectives. In close cooperation with your stakeholders, we help draft, review, and negotiate the agreements that protect your innovation at every step of its lifecycle.
Supporting the Innovation Lifecycle Through Contracts
In the innovation process, from idea to market, well-structured agreements are essential to protect intellectual property and ensure its effective use and transfer in order to create and preserve value.
Our team works alongside you at every stage of this process to secure contracts adapted to your technology, your partners, and your business model.
The following sections present typical types of contracts that support key stages of this journey, from early confidentiality to commercial deployment.
Non-Disclosure Agreements (NDAs)
At the very beginning of the innovation process, exchanging information with partners, investors, or collaborators is often necessary, even before any IP has been created or formalized. To secure these exchanges, carefully drafted NDAs are essential.
Improve IP assists you in drafting and reviewing non-disclosure agreements that protect your trade secrets, prototypes, research results, or invention disclosures. Each NDA is tailored to your specific context, including:
• unilateral NDA, where only one party discloses confidential information,
• mutual NDA, where both parties are involved in reciprocal exchanges,
• pre-contractual NDA, signed before formal negotiations begin, or
• embedded NDA, integrated into broader agreements such as licensing or collaboration frameworks.
The type of NDA depends on your position in the innovation cycle and the nature of the information exchanged.
We work with you to ensure that your confidentiality obligations are balanced, enforceable, and aligned with your broader IP and business objectives, including future filings, partnerships, and commercialization.
R&D and Co-development Agreements
Once initial confidentiality is secured, the next step is often to co-develop the innovation, whether internally implying different in-house juridical entities, in collaboration with partners, or through research institutions. It is crucial to define from the outset how the results will be shared, protected, and exploited.
R&D and co-development agreements govern the joint creation of intellectual property, addressing key aspects such as ownership of results, allocation of filing responsibilities, access rights, confidentiality, and future commercialization. These agreements can also include embedded NDAs to protect sensitive information exchanged during the project.
For example, when two companies co-develop a software platform — one providing the technical architecture, the other providing proprietary algorithms or data — several key issues must be addressed in the R&D agreement. The agreement may for example define who owns the resulting code, how usage rights of the components of the software platform are allocated, how improvements of said platform are handled and under what terms the platform can be licensed or sublicensed in the future.
Without a clear contractual framework, conflicting expectations or asymmetrical contributions can lead to disputes or legal uncertainty. Improve IP helps you prevent these risks by negociating, drafting and reviewing agreements that reflect the actual distribution of work, protect your contributions, and preserve your ability to exploit the results. We focus on building agreements that secure your position in the collaboration, making sure that your IP rights support your long-term technical and commercial objectives.
Technology Transfer Agreements
Once R&D has resulted in valuable intellectual property, the focus often shifts toward bringing the innovation to market. One strategic option is to transfer technology to a third party capable of industrializing or commercializing it
Technology transfer agreements involve the full or partial assignment of intellectual property assets, such as patents, software, technical documentation, or know-how, to a third party, often in the context of commercialization or partnership.
These agreements must clearly define the object and scope of the transfer, while addressing critical aspects such as ownership of improvements, post-transfer rights, restrictions, and territorial reach.
For instance, in software development, technology transfer may include delivering source code and proprietary tools to a partner or acquirer. In such cases, attention must be paid to open source dependencies, residual rights, and long-term maintainability.
Improve IP assists in drafting and negotiating transfer agreements that protect your interests, provide legal clarity, and align with your business and IP strategy — whether in a transactional, collaborative, or internal group context.
Licensing Agreements
Alternatively, rather than transferring IP rights through technology transfer agreements, you may choose to retain IP ownership in your company while granting others the right to use your innovation under defined terms — through licensing agreements.
Licensing is a strategic tool to generate revenue, build partnerships, or expand into new markets, without losing control over the underlying IP. Whether related to patents, software, know-how, or designs, licensing agreements must carefully define key parameters such as exclusivity (exclusive, sole, or non-exclusive), territory, field of use, and duration.
For example, a company holding a patent for a LiDAR system may grant an exclusive license to a manufacturer in the automotive sector, while retaining the right to license the same technology in other industries — such as construction, notably for Building Information Modeling (BIM), or industrial automation, particularly for warehouse robotics and obstacle detection. The agreement must address how royalties are calculated, how improvements are shared, whether sub-licensing is permitted, and termination mechanisms to ensure enforceability and commercial value.
Improve IP supports both licensors and licensees in structuring licensing agreements that protect your innovation while maximizing its strategic potential. We combine legal precision and business insight to help you make IP a reliable and scalable asset.
Tailored Legal Support at Every Stage
From early-stage disclosures to complex licensing arrangements, each contract plays a critical role in transforming ideas into protected, valuable assets. By anticipating legal risks and aligning contractual terms with your strategic goals, we help ensure that your innovations generate long-term values.
Our experts IP support you throughout the entire innovation value chain with contracts that are precise, enforceable, and aligned with your technology, your partners, and your ambitions.
If you would like to discuss how Improve IP could help you to secure
your innovation with the right agreements, please contact us below