Commercial contracts for technology and business partners

Documenting the relationships that keep your business moving

Medtech businesses and start-ups operate through a web of commercial relationships, from technology providers and distribution partners to research collaborators and service suppliers. The contracts that govern these relationships determine how risk is allocated, how value is shared and what happens when things do not go to plan. Clear, well-structured commercial contracts can help protect the business and support productive long-term partnerships.

Technology agreements

Technology sits at the heart of most medtech and start-up businesses, and the agreements that govern how it is developed, accessed and used warrant careful attention. Whether a business is procuring technology from a third party or supplying it to customers, the terms of these arrangements carry real commercial consequences.

Work in this area may cover:

• Preparing and reviewing software development and technology services agreements
• Advising on SaaS, licensing and technology access arrangements
• Addressing liability and risk allocation in technology contracts
• Reviewing data handling, privacy and security obligations within technology agreements
• Ensuring technology agreements adequately protect the business's IP position
• Considering how technology arrangements interact with existing investor or shareholder documentation

Well-drafted technology agreements can help protect the business's core assets while supporting productive relationships with technology partners and customers.

Distribution, supply and commercialisation agreements

Bringing a medtech product or service to market typically involves distribution, supply or commercialisation arrangements with third parties. The terms of these agreements can significantly affect how the business grows and how value flows through the commercial chain.

Support here may include:

• Preparing and reviewing distribution, reseller and commercialisation agreements
• Advising on exclusivity, territory and minimum performance arrangements
• Structuring supply agreements including pricing, delivery and risk of loss provisions
• Addressing termination, transition and post-termination obligations
• Reviewing arrangements where overseas partners or distributors are involved, including any immigration or cross-border considerations

Clear distribution and supply arrangements can support commercial growth while managing the risks that come with third party delivery of products and services.

Research, collaboration and partnership agreements

Many medtech businesses work with research institutions, hospitals, universities or commercial partners to develop and validate their products. These relationships benefit from clear documentation that addresses IP ownership, contribution and commercialisation from the outset.

This may cover:

• Preparing and reviewing research collaboration and joint development agreements
• Advising on IP ownership, background IP and foreground IP arrangements in collaborative settings
• Structuring contribution, funding and milestone arrangements with research partners
• Addressing confidentiality and publication rights in research relationships
• Managing the interaction between collaboration arrangements and existing investor documentation

Getting collaboration arrangements right from the start can help avoid IP disputes that become increasingly difficult and costly to resolve as the relationship develops.

Practical and sector-focused advice

Advice is grounded in the commercial realities of how medtech businesses and start-ups contract with technology providers, distribution partners and research collaborators. The focus is on helping businesses build and protect commercial relationships through agreements that are clear, balanced and suited to the pace at which these businesses operate.