Commercialising
the Inhibitor
SCENARIOS
EXAMPLE OF LICENCE STRUCTURE
GRANT OF LICENCE
n
The Licensor grants to the Licensee a(n) [exclusive/sole/non-exclusive]
licence of the IP.
n
Ensure you draft the licence narrowly if it is only for one product, or
in restricted fields or territory.
n
Is it sub-licensable? You must grant the right to sub-license
manufacture, if the Licensee is not manufacturing itself.
KNOW-HOW
n
Include here how and when any know-how or technical information
will be transferred to the Licensee.
n
Include details of any training to be given, including costs.
IMPROVEMENTS
n
How will improvements be disclosed, if at all?
n
Will they form part of main licence or be subject to a separate licence?
n
Licensee's improvements – assignment/licence to Licensor?
CONFIDENTIALITY
n
You will be disclosing some information which is only protected by
confidentiality. Ensure appropriate confidentiality provisions are
in place.
PAYMENTS
n
Include – Upfront payment (recoupable or not against royalties)
– Royalties – net sales value or per service provided
– Ensure sub-licensees are caught by provisions
– Minimum royalties and what happens if not reached
– When and how are royalties to be paid
– Interest on late payment.
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