Navigating IP Agreements: Four Key Activities for Technology Companies
Oct 21, 2026
As technology companies grow, they regularly engage in activities that involve sharing confidential information, transferring materials, collaborating on technology development and working with third-party manufacturers.
Each of these activities can involve valuable intellectual property (IP) and introduce important contractual considerations.
While legal counsel plays a critical role in advising on legal risks and drafting and negotiating agreements, effective IP management also requires companies to understand the technical and commercial activities underlying those agreements.
Developing internal IP knowledge and capabilities helps companies identify relevant considerations, clarify their objectives, recognize when legal support may be needed and participate more effectively in the contracting process.
Here are four common IP-related activities, the agreements that support them and practical approaches companies can use to better manage their intellectual property.
1. Sharing Confidential Information
Technology companies frequently share confidential information when exploring potential investments, commercial partnerships, supplier relationships or other business opportunities.
This information may include proprietary technologies, technical specifications, business plans, software, processes or valuable know-how.
Before disclosing sensitive information, companies should consider what is being shared, why it is being shared and what protections may be appropriate.
Key considerations include:
What information is confidential or commercially sensitive?
What is the purpose of the proposed disclosure?
Who needs access to the information?
How should the recipient be permitted to use the information?
Can the disclosure be limited or staged to reduce unnecessary exposure?
What confidentiality protections and safeguards are appropriate?
Related agreement: Non-Disclosure Agreement (NDA)
An NDA establishes contractual obligations governing the use, disclosure and protection of confidential information. Depending on the circumstances, legal advice may be required before sensitive information is disclosed.
Putting Knowledge into Practice
AirFrameIP’s Agreements module includes practical resources such as the NDA Disclosure Assessment Canvas, Trade Secret Risk Hierarchy and Disclosure Staging Framework.
These tools help companies identify information they intend to disclose, assess confidentiality considerations and develop a structured approach to sharing information with third parties.
By working through these activities, companies can better understand their disclosure objectives and identify important matters to address internally and with legal counsel.
2. Transferring Materials for Testing or Evaluation
Companies developing physical technologies may provide proprietary materials, prototypes or samples to third parties for testing and evaluation.
These activities are particularly common in industries such as advanced materials, biotechnology, chemicals, energy and manufacturing.
Although transferring a sample may appear straightforward, testing activities can raise important questions regarding permitted use, ownership of results and rights to new developments.
Key considerations include:
What materials are being transferred, and for what purpose?
What testing or analysis will the recipient perform?
Should certain activities, such as reverse engineering, be restricted?
What testing results, reports or data does the company expect to receive?
Could the testing lead to improvements or new inventions?
What should happen to the materials after testing is complete?
Related agreement: Material Transfer Agreement (MTA)
An MTA can establish the conditions under which materials are transferred, tested, used and returned or destroyed. It may also address ownership and permitted use of testing results and developments arising from the evaluation.
Putting Knowledge into Practice
AirFrameIP’s Agreements module provides resources including the Material Transfer Asset Mapping and Risk/Opportunity Canvases, Seven-Stage MTA Workflow, MTA Request Form and MTA Work Plan Appendix.
These resources help companies identify the materials and associated IP involved in a proposed transfer, clarify testing objectives, assess potential risks and opportunities, and organize the technical and commercial information relevant to the arrangement.
A structured approach to material transfers can help companies establish clearer expectations with testing partners and support more effective engagement with legal counsel when developing appropriate contractual protections.
3. Collaborating on Technology Development
Technology companies frequently collaborate with universities, research institutions, suppliers and commercial partners to develop or improve technologies.
These collaborations may involve contributions of existing IP, technical expertise, personnel, equipment, funding or other resources.
Because collaborative activities can result in new inventions, improvements, data and know-how, understanding the parties’ respective contributions and expectations is particularly important.
Key considerations include:
What are the objectives and expected deliverables of the collaboration?
What existing technologies, information or IP will each party contribute?
Could the collaboration result in new inventions, improvements or other IP?
How should ownership and use of newly developed IP be addressed?
How does the company intend to commercialize the results?
What rights will each party require during and after the collaboration?
Related agreement: Collaboration or Joint Development Agreement
These agreements can establish project responsibilities, rights to existing IP, ownership and use of newly developed IP, commercialization rights, confidentiality obligations and other important terms.
Putting Knowledge into Practice
AirFrameIP’s Agreements module includes resources such as the Background IP Record and Collaboration Scope and Planning Framework.
These tools help companies document the IP they bring into a proposed collaboration, define the intended scope of activities and consider how the collaboration may affect existing technologies and future developments.
By identifying relevant IP assets and clarifying technical and commercial objectives, companies can more effectively evaluate collaboration opportunities and communicate their requirements to legal counsel.
4. Engaging Third Parties for Manufacturing
As technology companies move toward commercialization, they may engage third-party manufacturers to produce components, materials or finished products.
These relationships can require companies to disclose valuable technical information, including designs, specifications, manufacturing processes, proprietary know-how and other IP.
Manufacturing arrangements may also result in process improvements, technical modifications or new developments.
Understanding how IP will be disclosed, accessed, used and developed throughout the manufacturing relationship is therefore an important part of managing commercial and technical risks.
Key considerations include:
What technical information and IP must be shared with the manufacturer?
What access and use rights are necessary for the manufacturing activities?
How will confidential information and proprietary know-how be protected?
Could manufacturing activities result in improvements or newly developed IP?
How should ownership and use of those developments be addressed?
What happens to technical information, tooling, materials and associated IP when the relationship ends?
Related agreement: Manufacturing Agreement
A manufacturing agreement can establish the parties’ production responsibilities, permitted use of IP, confidentiality obligations, rights to improvements and other important commercial and contractual terms.
Putting Knowledge into Practice
AirFrameIP’s Agreements module includes the Manufacturing Disclosure and Access Canvas, Improvements and New IP Canvas, Background IP Record and Manufacturing Scope and IP Planning Framework.
These resources help companies consider what IP and technical information may need to be shared, evaluate the scope of the manufacturer’s access and use, identify potential new developments and clarify the intended boundaries of the manufacturing relationship.
Working through these considerations can help companies better understand the IP implications of outsourcing manufacturing and identify important issues for discussion with legal counsel.
Building Internal Capabilities to Support Effective IP Contracting
These four activities illustrate an important principle: effective IP contracting requires an understanding of both the underlying business activity and the associated contractual considerations.
Legal counsel provides essential expertise in identifying legal risks, advising on appropriate protections, and drafting and negotiating agreements. Depending on the nature of the activity and the risks involved, legal counsel may need to be engaged from the outset or at various stages throughout the process.
At the same time, technology companies are uniquely positioned to understand their technologies, commercial objectives, operational requirements and intended business outcomes.
Developing internal IP capabilities helps companies:
Recognize activities that create IP-related contractual considerations.
Identify and document relevant IP assets and technical information.
Clarify technical objectives, commercial priorities and intended outcomes.
Use structured tools and resources to assess IP-related risks and opportunities.
Recognize when legal advice may be required.
Communicate more effectively with legal counsel and commercial partners.
Take a more informed and active role in managing their intellectual property.
The objective is not to replace legal counsel, but to equip companies with the knowledge, processes and practical resources needed to participate more effectively in IP contracting and make informed business decisions.
Putting IP Knowledge into Action with AirFrameIP
AirFrameIP’s IP Agreements module is designed to help startups and scaling technology companies develop practical internal capabilities for managing IP-related contractual activities.
Rather than focusing solely on legal agreements themselves, the module explores four key business activities: sharing confidential information, transferring materials, collaborating on technology development and engaging third-party manufacturers.
Through structured online learning, guided activities and practical tools and resources, companies can work through relevant IP considerations, document important technical and commercial information, and better prepare for effective engagement with legal counsel.
AirFrameIP’s approach combines IP education with practical application, helping companies integrate IP management into their everyday business operations.
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