Option Agreements - Sometimes an exclusive Option Agreement precedes a full License. In this manner, the company does not need to commit to the license and related performance terms until it has a chance to convince itself of the market potential. Upon payment of an option fee, the company is granted a time-limited option to acquire a license under negotiated terms. During the option period, the company has an exclusive opportunity to understand the technology and its market potential as well as work with the University to create a product. At any time during the option period, a formal license can be signed.

License Agreement - FSU and its researchers will provide rights to use a selected technology for research and development, product development, manufacture, use and sale.

Degree of Exclusivity - The company can acquire exclusive or non-exclusive rights to the technology to use it in defined markets. In the former case, one license is granted in each market. In the latter case, FSU may license a number of companies.

Field of Use -The rights are restricted to the market applications where the company already has a track record or it has the resources to launch new products or services based on technology. Rights will be provided for named markets. Rights to grant sublicenses to others can be provided under both types of licenses under mutually agreeable terms.

Improvements and New Discoveries - As commercialization proceeds, the FSU researchers may make improvements to the technology. Normally, these are made known to the company which finances the work and may be included in a license for no additional compensation.

Performance Milestones - Depending upon the level of exclusivity negotiated, FSU will require commitments for the company in the form of performance milestones defined in terms of measurable events within the company's own commercialization plans.

Compensation to IP Owners - Compensation will be a function of the performance milestones, the degree of company commitment and the degree of exclusivity granted, There will be a license sign-up fee with royalty rates negotiated on the basis of industry standards. Royalty rates are expressed as a percentage of sales of the company or its sublicenses in stated markets.

Collaborative activities - Continuing collaborations between the company and FSU researchers and encourage during the commercialization phase and usually take the form of a research contract to perform work at FSU as part of the corporation's commercial plans. The research contract budget includes allowances for both direct and indirect costs.

Patent activity - If the technolgy is covered by FSU patents, these will be licensed to the company, usually with ongoing maintenance costs paid by the company. The company may seek additional patent coverage, and FSU will participate in all aspects of the application. If there is evidence of a patent infringement, FSU will collaborate with the company but expects the company to lead and pay for any necessary action.

Indemnification and Warranties - FSU expects the company to indemnify the University from and negative repercussion of the company's activities in the marketplace and may request that product liability insurance be in place. FSU is unable to provide any warranties with respect to suitability for the markets, freedom from infringement of third party patents, etc.