Issue link: https://htpgraphics.uberflip.com/i/116731
How to License Section 3 organisation, to ensure that you have an understanding of the terms which should be arrived at. Your IP commercialisation organisation will have been involved in many negotiations and probably be members of the Licensing Executives Society from where additional expertise and support data can be drawn. You will, therefore, benefit from their early involvement. In general, the negotiation discussions will begin with a focus on business issues and will end by becoming largely legal. In between there may be one or more diversions into the underlying technology. Certainly at some point you should bring in legal advisers. The lawyers will take on an increasing role as discussions progress and the final details will be settled almost entirely by them, but it is important to recognise that you and/or your commercialisation organisation will be expected to take the lead on business issues (including most importantly the financial terms). You do not want to undervalue your IP and there are a number of specialist IP transfer agencies and independent consultants who can assist. These work in different ways, but by sharing the potential returns with them, they will be able to give an objective view of the value of the IP in use and also undertake the marketing and negotiations in partnership with you and your institution's IP team or on your institution's behalf. A deal that is linked to the sales revenue of a firm is usually a good way to start, even if the IP relates to a process rather than a product or service, because that way each party shares when both parties are actually receiving income. The trick is to get the right formula and the right protections! Section 6 gives some suggestions and typical things to look for and benchmarks, and provides a few negotiating tips – all of which are aimed at making you more familiar with the terminology. It will also allow you to be more knowledgeable when you are involved in such discussions with your own IP commercialisation team, as well as when involved in their meetings with the potential licensee. It will also give you some idea of what you should be checking (areas that your IP advisers will be covering in discussions) and as a checklist when you see any draft agreements materialising. 19