In the industry, licences are generally granted by a company that wishes to grant rights to another company for payment. As a general rule, these rights are to make, sell or use what your business owns. Regardless of the type of license granted by the IP owner, it is essential that the IP owner enter into a written IP licensing agreement, carefully designed to meet the requirements of the laws applicable to the IP legislation in question and to adequately protect the rights of the IP owner. An IP licensing agreement can be long and complex, and its terms vary somewhat depending on the IP legislation that is granted and the agreement reached. However, IP licensing agreements generally contain all 10 key conditions: 1. Grant. identification of the IP granted and the extent of the rights conferred, as a geographical restriction. B, the degree of exclusivity of the subsidy and whether the underwriter has the right to under-grant the IP rights (and, if so, any restrictions or restrictions associated with it). Consider the others „What-Sis. If you are working with a lawyer to write the contract, it is a good idea to now consider circumstances that could be a problem later. What happens if the licensee goes bankrupt? What happens if the licensee goes bankrupt? What happens if one of the parties is unable to meet its obligations? Can the licensee transfer his property to another party? What are the penalties for infringement? Although licensing agreements must be prepared with the help of lawyers and IP professionals, some important IP clauses must be negotiated and incorporated before the agreement is signed. Do your due diligence before the agreement. Both parties should carefully consider the other party.
Check business credits and continuous management. Ask for a degree. Visit the offices and production sites of the other company. Try to do it. 10. Legal generalities. „Standards“ (but still important) contractual clauses, including the right to „power“ (the law applicable to the licensing agreement); The rights of the IP owner and the taker to the assignment of the licence agreement; events that constitute a „change of control“ of a party (for example. B a sale or bankruptcy) and the consequences of a change of control; and the separation of contractual clauses. You can authorize the right to manufacture a product from a patent you own or to give someone the right to use one of your trade secrets, as a process developed by your company. Those who enter into a licensing agreement should consult a lawyer, as there are complexities that are difficult for those who do not have a deep understanding of intellectual property law.
9. IP clauses specific to the law. Certain clauses specific to the nature of the IP rights that are granted in the licensing agreement, either to ensure that the requirements of the applicable law are met, to ensure that the rights of the IP owner are properly protected, or both. For example, the Canadian Trademark Act (which was significantly amended in June 2019) is the law that governs the right to own and protect Canadian trademarks, including the licensing of trademarks to third parties. If the licensing agreement involves the granting of the right to use, advertise or display a trademark, it is to comply with the law and to ensure that the rights of the IP owner are protected, it is essential to include clauses dealing with the permanent control of the IP holder over the character and quality of the goods and services related to the trademark. These include the IP owner`s right to review these products and services to ensure that they have a character or quality required by the IP owner and are defined in the licensing agreement. A licensing agreement is a commercial agreement between two parties. The licensee (the licensee) owns the licensed assets and the buyer pays the right to use the license.