Technology Sharing Agreement Template for United States

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Key Requirements PROMPT example:

Technology Sharing Agreement

"Need a Technology Sharing Agreement between our biotech company and a research university for sharing our proprietary gene sequencing technology, with strict confidentiality provisions and clear guidelines on publishing research findings, to be effective from March 2025."

Document background
The Technology Sharing Agreement serves as a critical framework for organizations seeking to collaborate on technological innovations while protecting their intellectual property rights under U.S. law. This agreement is particularly valuable when companies need to share proprietary technology for joint development, research collaboration, or commercial exploitation. It addresses key aspects such as technology access rights, confidentiality provisions, liability allocation, and compliance with federal regulations including export controls and data protection requirements. The agreement is essential for maintaining control over sensitive intellectual property while enabling beneficial technological collaboration.
Suggested Sections

1. Parties: Identification and details of all parties involved in the technology sharing agreement

2. Background: Context, purpose, and objectives of the technology sharing arrangement

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Scope of Technology Sharing: Detailed description of technology being shared, including specific rights and limitations

5. License Terms: Specific rights granted, restrictions on use, and territorial limitations

6. Confidentiality Obligations: Terms for protection of confidential information and trade secrets

7. Intellectual Property Rights: Ownership and protection of existing and newly created IP

8. Term and Termination: Duration of agreement, renewal terms, and termination conditions

9. Compliance with Laws: Requirements for regulatory compliance including export controls

10. Governing Law and Jurisdiction: Applicable law and dispute resolution mechanisms

Optional Sections

1. Commercialization Rights: Terms and conditions for commercial exploitation of shared technology

2. Research and Development: Framework for collaborative R&D activities and ownership of results

3. Revenue Sharing: Financial arrangements for monetization of shared technology

4. Technical Support: Terms for providing technical assistance and support

5. Quality Control: Standards and requirements for technology implementation

Suggested Schedules

1. Schedule A - Technical Specifications: Detailed technical documentation and specifications of shared technology

2. Schedule B - IP Schedule: Comprehensive list of intellectual property being shared or licensed

3. Schedule C - Security Requirements: Technical and organizational security measures required

4. Schedule D - Authorized Users: List of personnel authorized to access and use shared technology

5. Schedule E - Service Levels: Performance metrics and service level requirements if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Industries

Intellectual Property Laws: Key federal statutes including Patent Act (35 U.S.C.), Copyright Act (17 U.S.C.), Trade Secrets Act (18 U.S.C. § 1831-1839), and Trademark Act (Lanham Act) that govern the protection and transfer of intellectual property rights

Export Control Regulations: Federal regulations including Export Administration Regulations (EAR), International Traffic in Arms Regulations (ITAR), and Export Control Reform Act (ECRA) that control the transfer of technology to foreign entities

Data Protection and Privacy Laws: State-specific data privacy laws (e.g., CCPA), federal data protection regulations, and cybersecurity requirements governing the handling and transfer of sensitive data

Antitrust Laws: Federal competition laws including Sherman Antitrust Act, Clayton Act, and Federal Trade Commission Act that regulate business practices and prevent anti-competitive behavior

Technology Transfer Regulations: Legislation such as the Bayh-Dole Act and Technology Transfer Commercialization Act that govern the transfer of technology, particularly in federally funded research

Industry-Specific Regulations: Sector-specific laws such as HIPAA (healthcare), Gramm-Leach-Bliley Act (financial), and DFARS (defense) that impose additional requirements on technology sharing in regulated industries

Contract Law: General contract law principles including Uniform Commercial Code (UCC), state-specific contract laws, and Statute of Frauds that govern the formation and enforcement of agreements

Employment Law: Laws governing non-compete agreements, trade secret protection, and employee invention rights that affect technology sharing in employment contexts

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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