Technology Development Agreement

Sponsor: [Company Name] · Developer: [Company/Individual Name] · Technology: [Description] · Date: [Date]

1. Development Scope

Developer will develop [Technology/Product Description] for Sponsor, per the specifications and milestones in Exhibit A.

2. Funding

Sponsor will fund the development at [Amount], paid [Milestone schedule].

3. Ownership of Resulting IP

[ ] Sponsor owns all resulting IP (work made for hire/full assignment). [ ] Joint ownership, with each party free to use/license the technology, [subject to a duty to account for licensing revenue to the other, if applicable]. [ ] Developer owns the technology; Sponsor receives an exclusive/non-exclusive license per Section 4.

4. License Grant (if Developer retains ownership)

Developer grants Sponsor a [exclusive/non-exclusive], [perpetual/term-limited] license to use the resulting technology in [Field of Use/Territory].

5. Background IP

Each party retains ownership of IP it brought into the project before this Agreement ("Background IP"), and grants the other only a license to use Background IP as necessary to develop and use the new technology.

6. Milestones and Testing

[Milestone schedule with acceptance criteria for each deliverable.]

7. Confidentiality

Both parties will keep confidential any proprietary information shared during development.

Sponsor: ______________________ Date: ____________ Developer: ______________________ Date: ____________

*This document is provided for informational and educational purposes only and does not constitute legal advice. Distinguishing "Background IP" each party already owned from the new technology being jointly developed (Section 5) prevents a common and costly dispute — without it, a sponsor funding development can end up believing they own pre-existing tools the developer brought to the table, or vice versa.*