Licensing may involve all area of intellectual property and different
legal doctrines and issues will arise in each of these types of transactions.
The primary business issues that need to be resolved may include:
  The exclusivity or non-exclusivity
of the license
  The duration of the license
  A reasonable royalty rate
and up front royalty payments
  The licensed field of use
  Territory covered
  Enforcement issues
  Performance triggers
  Warranty issues and representations
Legal issues will also need to be covered in the text of the license
agreement. For example, what representations and
warranties will the licensor provide? What audit rights will the licensor have? What level of efforts must the licensee exert
to promote the licensed property? How should the parties allocate
any legal expenses associated with enforcing intellectual property
rights (or defending against claims of infringement)? How does the
licensor assure itself that the licensee's quality control is adequate? |