image of a standstill agreement example

The UIRF has prepared low impact Standstill and License Agreements for UI ventures. These agreements contain standardized terms, dramatically reducing or even eliminating time consuming negotiations between the startup and the UIRF. 

UI Ventures Standstill Agreements replace the previous Option Agreements with a one year, no fee agreement that the UIRF will not market the relevant IP. The agreement can be made with the new UI based venture, or with the inventor(s) if the company has not yet been formed. This allows the founders time to research the market, add additional supporting data to the patents, and form the company. The founding team must propose 3 - 5 measurable milestones to be completed during the year. The team must show reasonable progress or achieve these milestones to maintain the Standstill Agreement. Standstill Agreements do not require any fees.

UI Ventures License Agreements include standardized terms that have minimal financial impact on the venture to optimize the potential success of the venture. Among these are: no up front license or pre-paid patent cost fees, and no milestone fees. The UIRF will include the first $15,000 in patent costs, and, at UIRF's discretion, provide another $15,000 in patenting costs as a low interest load. In return, the UIRF requires a 6.5% equity interest in the venture, and a number of measurable milestones to be met by the venture to maintain the license. The license terms are included with the Standstill Agreement, for transperancy and must be accepted by the licensee at the time the Standstill Agreement is signed.

These descriptions are only a summary of the Agreements, and are not to be considered as binding. For more information contact the UIRF directly.