is also important. Customers expect indemnification from the technology provider, but it is also important that the customer provide indemnification for its use of the product or service, which may implicate third party IP rights for user content processed using the product and privacy rights for user information being collected or processed by the customer. What strategic measures can be taken for firms looking to commercialize their intellectual property? Strategic IP planning needs to begin on day one, making sure that all IP rights utilized in the company’s products are owned or properly licensed. This involves having appropriate IP and confidentiality agreements in place with founders, employees, consultants and service providers who contribute to the development or improvement of the acquisition of technology and IP rights, or to protect IP and technology in products that are being distributed and commercialized, are necessary and vital in order to obtain, protect and define the scope of the innovator’s IP and limit the rights provided to the customer. It is very important that companies have agreements with their service providers that include express assignments of all IP rights in work product and deliverables. Simply paying for the work is not enough to transfer ownership of the IP rights, as many companies have discovered. This is important not only for acquiring technology but also for marketing collateral, logos and website content. In addition to defining and retaining ownership rights, commercialization agreements need to include use restrictions, defined but limited warranty obligations and disclaimers, and limitations of liability that are appropriate for the nature of the products and services being provided as well as how they will be used. Indemnification from third party infringement and other claims market share before others catch up. Companies (as technology developers and users) should also develop an AI Usage Policy for their employees and providers to limit the risk of improper usage in proprietary technologies as well as the risks associated with AIgenerated content. What is the scope and purpose of technology transfer agreements, and how can intellectual property rights be best protected for companies involved with licensing, distributing and commercializing new products and technology? Written agreements, whether to document the development and 12 LAWYER MONTHLY DECEMBER 2023
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