Intellectual property (IP) can be just as valuable, if not more valuable, than tangible assets like land and equipment. Whether it’s a patent, trademark, trade secret, copyrighted material, or other proprietary information, IP is the driving force that gives your business an edge over your competition.
While businesses must take careful steps to protect themselves from financial harm resulting from the unauthorized usage of IP, there can also be benefits to licensing intellectual property rights to other entities or individuals, such as creating strategic business alliances or freeing up room for greater innovation and flexibility. In cases where a sale or transfer is unfavorable to the owner, licensing IP can be a suitable alternative, allowing the owner to retain the title.
To discuss your business’ intellectual property needs in a private consultation, call the licensing attorneys of Bellatrix PC at (800) 889-8376. We have years of experience providing LLCs, partnerships, corporations, and non-profit organizations with cost-effective legal solutions, and have obtained favorable outcomes for numerous clients faced with a broad spectrum of intellectual property lawsuits and licensing agreement disputes.
Intellectual Property Lawyers Serving Your Business
If you’re considering licensing your company’s intellectual property, the preparation of a well-drafted licensing agreement is essential to ensuring that your IP will not be used to the detriment of your business. The intellectual property lawyers of Bellatrix PC have the legal knowledge and business acumen to assist in the drafting and negotiation of customized licensing agreements across a wide array of industries and business, including but not limited to:
- Arts and Entertainment
- Beauty and Cosmetics
- Chemical Engineering
- Computer Science
- Digital Media
- Fashion and Apparel
- Food and Beverage
- Mechanical Engineering
- Medical and Pharmaceutical
- Video Games and Computer Games
Our attorneys are prepared to assist businesses with IP matters such as:
- Determining the ownership of rights and reviewing chain-of-title matters.
- Litigation, mediation, or arbitration related to copyright infringement, breach of contract, or other disputes.
- Handling patent searches.
- Consulting on trademark and copyright law.
- Drafting, negotiating, and enforcing the provisions of your licensing agreement.
- Performing due diligence.
- Consulting on marketing, advertising, and franchising.
- Handling disputes related to unfair competition and unfair business practices.
- Determining which parties assume product liability in the event of death or personal injury, and to what extent.
What Elements Should Be Included in a Licensing Agreement?
Contracts of all types should be written as concisely and succinctly as possible. However, due to the complex legal issues which are involved, licensing agreements can become dense with jargon and other obstacles to clear interpretation.
Whether you are considering another company’s proposed licensing agreement, or are preparing to draft your own, close review by an experienced licensing attorney is essential. The attorneys of Bellatrix PC will review your agreement clause by clause to identify and revise vulnerable points, while advising you with regard to your options and their potential outcomes. By making your legal intentions clear today, you can reduce the risk of conflict and litigation tomorrow.
Generic or template agreements should be avoided, which means the exact provisions of licensing agreements will inevitably vary from company to company. However, there are some basic points which should be clarified in all licensing agreements. No matter what sort of service your company provides, or what the relevant IP entails, your agreement should include the following components:
- Clear identification of the parties involved in the agreement.
- Recitals providing context for the agreement (e.g. whether the agreement resulted from a settlement).
- A definition clause which supplies clear descriptions of each term being used in the agreement (e.g. “licensed patent”).
- The compensation which will be provided by the licensee to the licensor, including matters like tax liability and payment schedule.
- The obligations of each party under the terms of the agreement, including both positive and negative obligations.
- A termination clause which provides an exit strategy by clearly addressing the circumstances under which the agreement may be terminated, and the consequences of such termination.
- Means of conflict resolution should a dispute arise in the future, such as allegations of copyright infringement.
- A grant clause determining whether the grant will be exclusive or non-exclusive.
- A clause setting forth which, if any, changes or improvements may be made upon the original IP.
- A clause addressing product liability in the event of a client or consumer’s death or injury.
- A clause addressing whether the licensee has permission to sublicense the IP to additional parties, and if so, the extent of the restrictions upon such parties.
- A due diligence clause addressing matters such as competing products or milestones which are expected to be met.
If your business is considering accepting or proposing a licensing agreement, don’t sign away the rights to your intellectual property until the terms of the contract have been examined by an experienced business attorney. To arrange for a confidential legal consultation, call the law offices of Bellatrix PC at (800) 889-8376 today.