Transparency · Speed · Simplicity · Evidence-basis · Institutional flexibility
The Berlin Model.
A standardized framework for IP transfer in academic spinouts. Built in Berlin, designed for Europe.
Developed by JUNI together with a working group of technology transfer offices from Berlin's universities and research institutes, backed by the Berlin Senate.
Europe's best research deserves to reach beyond the lab.
Europe out-publishes the United States, but far less of its research leaves the lab to reach patients, become new technologies, and grow into companies. Too often the bottleneck is the IP transfer process itself, even when the science is strong. The Berlin Model gives universities and founders one fast, transparent framework, so good research can spin out and institutions share in the upside.
More detail and the full evidence base are on the research page.
The Model.
A short summary of the framework: the components, transfer tracks, corridor ranges, and timeline.
IP Audit
Structured questionnaire — what IP exists, what type, who owns it, any complications. Completed jointly by spinout and TTO.
IP Scorecard
Evaluation via scorecard. Assesses the importance and value of the IP to the spinout. One tool for all IP types: patents, software, know-how, trade secrets, data, and designs. 18 factors across 3 dimensions: legal, technical, economic. Produces a score (0–10) → assigns a corridor. Completed separately by TTO and spinout, then finalized jointly.
Transfer Tracks
Spinout chooses from the tracks their institution offers (except Track E, which requires mutual case-by-case agreement). Pre-defined terms by corridor. Narrow negotiation range. Max 13 weeks to signed agreement.
| Track | Mechanism | University receives |
|---|---|---|
| A | Virtual shares | Virtual equity stake — fully dilutable, no anti-dilution protection |
| B | Real shares | Real equity stake — fully dilutable, no anti-dilution protection |
| C | Shares + royalties | Reduced equity (fully dilutable) + reduced royalties on net sales |
| D | Royalties only | Royalties on net sales |
| E | Fixed compensation | Direct payment or "IP for free" |
Transfer mechanism
All tracks work with an exclusive license, a non-exclusive license, or full IP transfer — chosen per asset. Compensation terms are identical regardless of mechanism; the lower protection of non-exclusive rights is reflected in the corridor assignment.
Patent cost reimbursement
Spinout repays documented patent costs for patents transferred or exclusively licensed, deferred until funding or revenue thresholds are met.
Academic co-founder equity
Guidance for academic founders not joining full-time: typically up to 5%; higher stakes only in exceptional cases, with a hard cap at 10%.
| Corridor | Equity |
|---|---|
| 1 | 5 – 9% |
| 2 | 2 – 5% |
| 3 | 0.5 – 2% |
| Corridor | Equity | Royalties |
|---|---|---|
| 1 | 2.5 – 5% | 1.5 – 3% |
| 2 | 1 – 2.5% | 1 – 2% |
| 3 | 0.25 – 1% | 0.5 – 1% |
| Corridor | Royalties |
|---|---|
| 1 | 3 – 5% |
| 2 | 1.5 – 3% |
| 3 | 0.5 – 1.5% |
E1 — Paid settlement: spinout pays a fixed amount (one-time, milestone-based, or installments).
E2 — "IP for free": for low-value IP or where the university did not claim patents.
These ranges are calibrated to international best practice and consistent with benchmarks from our research.
This page is a summary, not the full framework. Further details (including anti-stacking, payment terms, performance clauses, etc.) are set out in the complete framework document.
IP Audit review
Spinout and TTO jointly complete and confirm the IP inventory.
Scorecard & track
Both sides score independently, reconcile to one corridor, then the spinout selects a track and mechanism.
Contract completion
Standard template for the chosen track; only placement within the range remains. Review and sign.
Speed. A defined, transparent process gives both sides the same starting point and timeline, and founders come to the table prepared.
Standard contracts. Ready-to-use templates for every track and transfer mechanism, drafted by specialized counsel. They cut the drafting work and external legal costs of each individual case.
Legal certainty. The corridors are anchored in documented international practice, and a legal opinion (Rechtsgutachten) on budgetary law (BHO/LHO) and state-aid compliance is in preparation, so no institution using the framework has to defend its terms alone.
Better returns from the portfolio. The evidence is consistent: spinouts with investable cap tables raise more capital and survive longer, and successful companies are what produce returns for their institutions.
Position. Transparent, standardized terms make Berlin-Brandenburg institutions internationally competitive partners for founders, investors, and scientific talent.
The Berlin Model was developed by JUNI with backing from the Berlin Senate. Its foundation is research: the published evidence on spinout terms and outcomes, international benchmarks from the world's leading ecosystems, and surveys and interviews with investors, founders, transfer offices, and legal experts across Europe and the US. The evidence is summarized on the research page.
The framework has taken shape in ongoing exchange with a working group of technology transfer offices from Berlin's universities and research institutes. Standard contracts for every track and a legal opinion (Rechtsgutachten) on the framework's compliance with budgetary and state-aid law are in preparation. Both the complete framework document and the full report, documenting the evidence gathered and the reasoning behind the model's design, will be published soon.