A third variant of the buyback option is an IP sales and lease agreement. This type of contract is used to raise capital. The IP owner sells his IP and obtains an exclusive licensing agreement (so that he can continue to use it) with the option to redeem his IP at a fixed price before the end of the license. The application of option agreements depends on both (1) the terms of the contract and (2) the effect of the underlying law, which deals in particular with issues such as “agreed agreements”. The manner in which an option agreement is being developed could have a similar effect to that used by the parties and features documents such as statements of intent or “head words” during negotiations – the document does not contain as much detail on the overall transaction as it foreshadows future events (and perhaps other written agreements). In addition, licenses issued by U.S. universities generally require the company to pay or reimburse the university for historical costs related to the receipt of patents and to pay royalties and/or royalties for the sale of products. If the company and the university are unable to reach an agreement or if the company does not wish to obtain a license, the university is generally free to negotiate with other parties. In the case of pipeline agreements with spinout companies, the company`s investors may put pressure on the divestment rather than an intellectual property license (both in terms of the initial intellectual property package acquired by the university and for any other intellectual property acquired under a pipeline agreement).
Some universities become more resistant to this pressure and grant only a bachelor`s degree, or in some cases only a license to grant at first, but the transformation of the license into a task once the company has generated a certain level of investment. An agreement on pipelines is in fact a sophisticated form of option agreement, the aim of which is to define the future intellectual property rights generated by the founding department. Under such an agreement, the beneficiary of the option (the spinout company) receives a “pipeline” to enable him to obtain intellectual property rights from the original university division. The obligations of vigilance can of course be included in a transfer agreement. However, if the recipient obtains intellectual property rights, it may be more difficult to regain control of intellectual property (if the assignee is more contractual) than if a single licence had been granted. A license can be completed; The obligation to retract intellectual property may be more difficult to implement. If the fellow owns the intellectual property and sells it (for example. B through the liquidator of the grant holder in a liquidation proceeding), the new owner can avoid meeting the obligations arising from the transfer contract (and this is an even greater risk if the new owner was not aware of these obligations).