Practice points on licence agreements

wordle licenceOver the last few days, IP solicitor @Ellen_Lambrix has been writing an interesting set of articles on IP licensing, on LinkedIn. This has prompted IP Draughts to try to catalogue some of the articles on this blog on licensing over the last decade. Here’s a very quick and dirty set of links. IP Draughts has probably missed a fair few articles of relevance. Try doing word searches in the search box of this blog – near the bottom of the right hand column.

Preliminary bits: date, parties, recitals

Backdating agreements can be a crime

Don’t make affiliates parties to the agreement

Recitals of consideration

Grant clause

Licence grant wording

Dreadful drafting of grant clause

Sublicensing part 1

Sublicensing part 2

When is an exclusive licence not an exclusive licence

A few practice points on drafting licences

Payments

Standard royalty rates: ain’t no such thing

Do you have to pay the one pound consideration?

Know-how royalties: are they ever justified?

Post-expiry royalties: what’s the problem?

Confidentiality

Hush, keep it under your hat

Warranties, liability and indemnities

Warrant only facts, not law or opinion

Warranties of validity, a no-brainer?

Warranties of legal effect

Liquidated damages and penalties

When is a total exclusion of liability enforceable?

Indemnifying the damnified

Indemnities that go round in circles

First thing we do: let’s kill all the indemnities

Revising licence agreement terms on breach

Term and termination

Terminating licence agreements for breach: how not to do it

Terminating IP agreements for insolvency

Terminating for non-performance

Invalid notices of termination

What happens to a sub-licence when the head licence is terminated

Consequences of termination

Law and jurisdiction

Which law should govern my IP contract?

Choice of law after Brexit

Exclusive jurisdiction

Mediating disputes over IP agreements

Boilerplate clauses

Assignment and change of control

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