An advantage for a licensor in requiring a licensee to execute a letter of intent or a letter of intent is to determine the degree of sincerity that exists on the part of the licensee. There is usually an asymmetry of sensitivity to the time it takes to negotiate licenses. While the licensing professional of the large company usually receives a paycheck every week, the inventor cannot do it. If the licensee refuses to sign a letter of intent without a legitimate reason, the licensor will have an indication that no agreement can be entered into with that potential licensee. Just as many generals proclaim that battles are won or lost before they are fought, smart negotiators recognize that they should avoid fair battles at the negotiating table. On the contrary, they should stack the cards in their favor before reaching the negotiating table. Consider the negotiations that followed when Donald Trump identified the location of the Trump Tower construction. The owner of the property was Leonard Kandell. Kandell was also an accomplished real estate magnate who preferred to retain ownership of the land and lease it for the long term.

Trump preferred to rent the land rather than own it directly. One would think that an agreement between Trump and Kandell would be relatively easy to reach, since there would be a vote of interest. Trump knew, however, that negotiations with Kandell would not lead to optimal outcomes without leverage. So before Trump negotiated with Kandell, he negotiated the purchase of the air rights from Tiffany & Co. During these negotiations, Trump realized that Tiffany had an option to acquire Kandell`s property at fair market value. Trump arranged for this option to be included in the air rights deal. As a result, Trump had a stick in the form of an option to acquire Kandell`s property when favorable lease terms could not be negotiated. Licensing agreements can vary widely – from exclusive to restricted use to non-exclusivity – and a clearly defined scope of license is essential to enforce the terms in order to achieve business objectives. Our licensing services include: License (close) An authorization to use an intellectual property right within a defined time frame, context, market line or territory. There are important differences between exclusive and non-exclusive licenses. An exclusive license is “exclusive” in terms of defined scope, meaning that the license may not be the only license granted for a particular ip asset, as there may be many possible areas and areas of use that may also be subject to an exclusive license.

By granting an exclusive license, Licensor agrees not to grant any further licenses of the same rights within the same scope or scope covered by the Exclusive License. The owner of the intellectual property rights may also grant any number of non-exclusive licenses that cover rights within a defined scope. A patent license is a transfer of rights that does not constitute an assignment of the patent. A trademark or service mark may be effectively licensed only if licensor controls the nature and quality of the goods or services sold by licensee under the licensed trademark. Under copyright law, an exclusive licensee is the owner of a particular copyright and can take legal action for infringement of the licensed right. There is never more than one copyright in a work, regardless of the owner`s exclusive license to various rights in different people. This agreement replaces all______ previous agreements between the parties or the agreement dated_____________________ A crucial step to be taken before the negotiations is to coordinate the objectives of their business and the objectives of the negotiations. It is imperative that everyone on your team reads the same script, otherwise you will be sabotaged by your own colleagues. It`s often wise to make sure you understand what your boss expects from negotiations. For example, I recently had a client who was very confident that they could quickly sign a relatively small license agreement. There was also a small chance of making a big deal later in the future.

He had an advantage in asking his boss what was more important for the organization: a high level of short-term revenue security or waiting a few quarters to try to close a transaction of several orders of magnitude larger. As you prepare for the initial negotiations, you need to conduct competitive intelligence to determine your opponents` motivations, desires, pressures, and limitations regarding their licensing programs. Here are some of the answers you should look for when exercising due diligence: A fundamental principle in trading is that you should never enter into negotiations unless you have the opportunity to get away with reasonably good alternatives. You should also further develop your starting options during the negotiation process. Therefore, under these guidelines, you should contact a non-ideal but accommodating licensee before choosing the ideal licensee. The logic is that you can get an opt-out option if you attract the interest of a secondary licensee that can be leveraged when negotiating with the ideal target licensee. If a confidentiality or non-disclosure agreement has been entered into by the parties and remains in effect for the duration of the license agreement, nothing else is required. .

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