Autumn CPD courses – advance warning

IP Draughts is currently giving a series of one-day courses at the UCL Faculty of Laws in central London. The remaining courses are:

22 June – Drafting Legal Clauses in Commercial Contracts

26 June – Drafting, Understanding and Working with Contracts – An Advanced-Level Workshop

3 July – Advanced IP Licensing

This week’s course, and as far as IP Draughts knows, the other two mentioned above, will be held at the law faculty’s temporary offices at Bidborough House in Bidborough Street, just down from St Pancras station. These offices have air-conditioning! Details on how to book can be found at the links on this page.

This posting is also to give advance notice of an Autumn series of courses, also to be run in central London through UCL Faculty of Laws, and which are scheduled to be:

26 September – Drafting IP Terms in Research Contracts

3 October – Advanced IP Licensing

10 October – Drafting Legal Clauses in Commercial Contracts

17 October – Drafting Contracts with Universities

24 October – Drafting Clinical Trial Agreements

31 October – (1) Working with Confidentiality Agreements, and (2) Working with Research Collaboration Agreements

Except for the 31 October event, all of these courses have been run before at UCL Laws, and details can be found in the archive section (see top right hand of the CPD page of their website). The programme for the 31 October event has yet to be finalised but will consist of a half-day on confidentiality agreements and a half-day on research collaboration agreements.

If you are interested in the Autumn programme, please check on the UCL Laws website in the next week or two for further details including how to register.

Finally, IP Draughts would like to give advance warning of another panel discussion event on contract drafting, involving Ken Adams, IP Draughts and a selection of excellent speakers. It will be held on the evening of Tuesday 7 November 2017. Some readers may recall last year’s equivalent event, Dysfunction in Contract Drafting, which has been saved for posterity on YouTube.

Congratulations to IP winners

Twice a year, the UK state recognises outstanding contributions to society through national awards. Known as the New Year’s Honours, and the Queen’s Birthday Honours, these awards come in different ranks and classes. There are civil lists and military lists, home and overseas, and a personal list for loyal servants of the Queen.

There are the most important honours, such as the Order of Merit (limited to 24 individuals), Companion of Honour (limited to 65 individuals) and knighthoods of various kinds. Most award recipients receive one of the different classes of the Order of the British Empire – the name now seems quaint. In order of rank, you might be made a GBE, KBE/DBE, CBE, OBE, MBE or BEM. In this traditional, hierarchical world, concepts such as egalitarianism and flat organisations have yet to make their presence felt.

Today’s Birthday Honours List includes several people from the world of IP and commercialisation.

Professor Ruth Annand has been awarded a CBE (Commander of the Order of the British Empire) for services to intellectual property. Professor Annand is an Emeritus Professor at the University of Bristol and is, or was, an “Appointed Person” – a judge who hears trade mark appeals. She was also, for many years, the host of the IP Diploma course that was run at the University of Bristol until her retirement, and is now run at the University of Oxford.

Colin Adams is a recently-retired Director of Commercialisation at the University of Edinburgh. He has been awarded a CBE for services to innovation and entrepreneurship.

And last, but certainly not least, is Andrea Brewster, former President of the Chartered Institute of Patent Attorneys, prime mover behind the IP Inclusive initiative, and author of the only bit of the CIPA Journal that IP Draughts reads carefully – the humorous Secret Diary. Andrea has been awarded an OBE (Officer of the Order of the British Empire) for services to intellectual property.

Congratulations to all of you!

 

 

“No-one ever litigates the wording of an NDA”: wrong!

There have been several articles on this blog about confidentiality agreements. This golden oldie, from 2013, reminds us that the wording of these agreements matters and will be applied by the courts.

IP Draughts

Some people regard the signing of confidentiality agreements (sometimes known as non-disclosure agreements, or NDAs) as symbolic – merely a gesture of good faith.  According to this view:

• What matters is that a document called an NDA is signed.
• The detailed wording of the NDA is not important.  For instance, it doesn’t matter that the NDA includes strict conditions on the confidentiality obligations, eg a requirement to confirm orally-disclosed information in writing within 30 days of the oral disclosure.  It certainly isn’t worth negotiating the wording, even though no-one is planning to keep detailed notes of the confidential discussions and send those notes to the other party as evidence of what has been disclosed.
• The court will ignore the wording of the agreement and give effect to the general business intention that the information should be treated confidentially.
• Anyway, who goes to court over the obligations in NDAs, and how…

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When should a purchaser indemnify a supplier?

Another golden oldie, this time ruminating on why service providers seek indemnities from their customers. Often, these indemnities are written in turgid, impenetrable prose, but that is a separate issue.

IP Draughts

Supppliers of goods and services sometimes require their business customers to indemnify them against third party claims arising from the use of those goods and services.

IP Draughts has reviewed several contracts recently where strong indemnity terms have been included.  This seems to be a trend; IP Draughts doesn’t recall so many contracts having such strong terms in the past, but maybe his memory is failing.  Recent examples to cross IP Draughts’ desk have included the terms of business of two companies that provide IP strategy services, and the master services agreements of several CROs – Clinical Research Organisations – that provide services supporting the clinical development of pharmaceutical products.

Professional services

Whether any indemnity is included in a commercial contract is a matter of commercial policy, which may be informed by practice in the relevant industry sector.  For instance, the standard terms of engagement of Anderson Law LLP do

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