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					                SAMPLE ROYALTY DISTRIBUTION AGREEMENT (Invention with 1 Inventor)

Please note that this is a sample Royalty Distribution Agreement for an Invention. There is a similar Agreement that
exists for copyrighted works that have different distribution percentages. Click here for a sample RDA for a Work.




THIS AGREEMENT, made and entered into between the Florida State University Research Foundation, Inc.

(hereafter called FSURF), a non-profit, direct support organization for the Florida State University, (hereafter

FSU) and InventorA (hereafter called the INVENTOR) pursuant to Section 240.229, of the Florida Statutes,



WITNESSETH:

Whereas, FSURF is a non-profit, direct support organization created by FSU and FSURF has been assigned

by FSU to, among other things, administer intellectual property created at FSU, including the income derived

from that intellectual property; and



Whereas, the INVENTOR has executed a document assigning to FSURF his/her entire rights, title and

interest in and to the invention entitled "Worlds Greatest Invention" (hereafter called INVENTION), and,


Whereas, FSURF has filed a US Patent application of the same name, and



Whereas, FSURF and the INVENTOR wish to enter into an agreement governing the distribution of the

income from the commercial exploitation of their mutual product, the INVENTION.



NOW THEREFORE, in consideration of the mutual promises hereafter set forth, the parties agree, as

         follows:



         1.         Definition

                    For the purposes of this Agreement, royalties shall be defined as the gross proceeds from

                    the sale, rental, licensing or other commercial transactions with respect to the INVENTION.

                    Royalties shall not include amounts received by FSURF for research.

                                  SAMPLE AGREEMENT

                                                          1
2.   Letters Patent

     A.      Ownership in Letters Patent and proprietary interest in the INVENTION shall be

             vested in FSURF and the application(s) for Letters Patent shall be applied for in the

             name of FSURF. The INVENTOR hereby grants to FSURF his/her ownership,

             patent rights and proprietary interests in the INVENTION and agree to cooperate

             with FSURF's Letters Patent.

     B.      The INVENTOR warrants that, to the best of his/her knowledge, the INVENTION

             does not infringe on any existing patent or other legal right, and shall hold FSURF

             harmless with regard to any such infringement. Any judgment rendered against

             FSURF and/or the INVENTOR concerning the role, licensing or use of the

             INVENTION shall be satisfied first from the royalties received from the INVENTION.

     C.      The INVENTION shall bear the name of the INVENTOR and FSURF, together with

             the appropriate notice of Letters Patent.

3.   Royalty Distribution

     Royalties shall be distributed as follows:

     A. From the first $10,000 of royalties         85% to the INVENTOR:
        received by FSURF

     B. Once the $10,000 plateau is reached,        40% to the INVENTOR:
        FSURF's direct costs of patenting,
        licensing, legal and other related
        expenses will be recovered. Net             30% to INVENTOR's Acedemic Unit(s)
        Revenues beyond cost recovery will
        be distributed as follows:


     All amounts not allocated above shall be retained by FSURF for support of research and

      general administration of the intellectual property program at FSURF.




                      SAMPLE AGREEMENT

                                            2
4.   Promotion

     A.     FSURF agrees to use its best reasonable efforts to promote the sale, distribution,

            licensing and any other use of the INVENTION.

     B.     The INVENTOR shall also have the right to promote the sale, distribution, licensing

            and any other use of the INVENTION; provided, however, that

            i.       No FSURF funds are required to be spent without the prior approval of

                     FSURF, and

            ii.      FSURF must give its prior approval, which approval shall not be

                     unreasonably withheld, to any promotion of the INVENTION; in addition,

                     such promotion must not conflict with any promotional effort or other

                     transaction on the part of FSURF, and it must meet established FSURF

                     standards of professionalism.

5.   Miscellaneous

     A.    This Agreement shall take effect upon the latest date that a party hereto signs this

            Agreement, and shall continue in force until terminated by the mutual agreement of

            all parties hereto.

     B.     No amendment to this Agreement shall be effective unless it is in writing and signed

            by all parties hereto.

     C.     This Agreement constitutes the entire understanding between the parties

            concerning the INVENTION and supersedes all negotiations, preliminary

            agreements or understandings, either written or oral.

     D.     Should any portion of this Agreement be found invalid by a court of competent

            jurisdiction, the remaining terms and conditions hereof shall continue in full force

            and effect.




                     SAMPLE AGREEMENT

                                         3
IN WITNESS WHEREOF, the parties hereto have signed this Agreement on the dates that appear below.




___________________________            ___________          ______________________       ___________
[Name], INVENTOR                       Date                 [Name], Department Chair     Date



[Other Inventors and Units, if any.]



___________________________            ___________
[Name], Dean                           Date




FLORIDA STATE UNIVERSITY RESEARCH FOUNDATION, INC.



By___________________________________________________                      Date____________
       Raymond E. Bye, Jr, President


Please submit the fully signed, original RDA to Sandra Houston, Office of Technology Transfer, 100 Sliger
Building via campus courier or via campus mail to MC 2763. Other contact information for Mrs. Houston
is: 850/644-8637, FAX 904/644-3675, eMail: Sandra Houston <shouston@techtransfer.fsu.edu> . Copies
of the original RDA will be made and mailed back to all signatories for their records.




                                 SAMPLE AGREEMENT

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