What To Look For In A License Agreement

payment. Details of the payment to the licensee, including whether there is a basis or royalties, and the percentages. How and when payments are made. How sales are verified. payments where there is a sub-licence. licensee`s right to conduct an annual review and regularly verify sales. 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. If the hardware is included in the agreement, make sure that the software and hardware guarantees are coordinated and integrated. If the material is dictated by the licensee but purchased directly by the equipment manufacturer, make sure that the licensee (at least secondary) is required to solve problems or (at a minimum) to ensure appropriate cooperation with the licensee at no cost, to ensure that the problems are resolved. (Note the finger problem and make sure that the licensee cannot be caught between a software licensee who claims it is a hardware issue and the hardware provider claiming it is a software problem).

The following sentence of „Whereasklauseln” is proposed as a guide to the detail of the background of the license. Not all parties use clauses; Some prefer to make basic information a standard set of clauses that follow the language and indicate that „the following terms of agreement” or a similar language. Some use of background information in a contract is recommended because in a short period of time after the conclusion of the agreement and the signed agreement, the negotiators` briefs fade and a brief series of statements on the context of the agreement can become invaluable if the contract is to be interpreted by a court or arbitrator. A checklist that contributes to the negotiation of a licensing agreement, let alone the preparation and establishment of the agreement itself, may seem like a simplified instrument for an experienced negotiator or contract lawyer. After all, most people in such positions are well trained and accustomed to dealing with several projects that have a lot of detail in the scientific, legal and commercial arena at the same time. If they did not have the jurisdiction to handle this type of work situation, they would not last long in a high-pressure licensing environment. But it is precisely because of the innumerable details that a checklist for the licensee or lawyer who works can save lives (or dealer). Since most of the people involved in deal-making participate in multiple deals at the same time, important aspects can be forgotten or forgotten at any time and for each deal. One of the simplest ways to ensure that a decisive or costly error does not occur because of an error is to use a tool like the checklist presented here.