• 1. WRITTEN AGREEMENTS INCLUDE:

Confidentiality Agreement       

Non-Disclosure Agreement    

Franchise Agreement / License Agreement       

Contractor Agreements       

Sales Agreement       

Multimedia Licensing Agreement       

Software License Agreement       

Software License Agreement       

Network License / Maintenance Agreement       

Software Beta Test Agreement       

Web Site Hosting Agreement       

Privacy policy       

Software Maintenance Agreement       

Software Distribution Agreement       

Linking Agreement       

Internet Advertising Agreement       

Internet Content Assignment Agreement       

Employment Agreement       

Assignment       

Software Consulting Agreement       

Open Source Agreement and Disclosures       

Software Development Agreement       

Web Site Development Agreement       

Clickwrap Agreements       

Employee Email/Web Usage Policy       

Software Escrow Agreement       

Marketing Representative Agreement       

Co-Branding Agreement       

Shrinkwrap License Agreement       

. . . and many, many more . . .   

• 2. AGREEMENTS AIM AT WHAT THE COMMON LAW MISSES:

Agreements are enforceable at law as contracts. As a contract, an agreement can say almost anything as long as it reflects the agreement of the parties and is properly entered.
Regarding intellectual property, agreements are used to preserve and capture rights to derivations of your inventions and/or creations, and to keep others from asserting various claims and defenses that are contrary to your ownership rights. Agreements can create duties for the other party (such as the duty to promote), or excuse you from disadvantageous warranties granted at common law.       

• 3. REQUIREMENTS FOR A WRITTEN AGREEMENT:

Meeting of the Minds: the Agreement must reflect the common understanding of the parties. Best practice: both parties sign contemporaneously.       

• 4. GOOD FAITH:

“Fooling” someone into an Agreement means that the Agreement may be invalid or unenforcable.Example: Persons A and B are negotiating an Assignment, and agreed on a draft. Person A hands Person B one Assignment to review, but slips Person B a different Assignment (which has different terms) to sign. 

• 5. PROCESS:

Written Agreements are typically prepared in stages. Most Agreements start with a “terms sheet” that outlines the basic understanding of the parties on key points (price, time, key duties, quality, quantity, who performs, etc.). Then, these terms are written into an agreement form, which has additional standard provisions. After a little more negotiation (preferably not by the attorney, but by the client with the advice of the attorney) and drafting, the agreement is done.