License the knowhow from a patent
A patent knowhow licence agreement can provide access to technical info protected by patent, the right to use patented technology, and certain rights and protections.
Know-How And Patent Licence
The template may outline the rights and obligations of both parties involved in the licensing agreement, such as the licensor (the owner of the know-how and patents) and the licensee (the party seeking to utilize and exploit the know-how and patents). It may specify the scope of the license, including any restrictions, geographical limitations, or industry-specific considerations.
The agreement may also address key aspects such as the license fee or royalties, payment terms, duration of the license, termination conditions, renewal options, and protection of intellectual property rights. It may highlight any warranties or guarantees provided by the licensor, as well as confidentiality provisions to safeguard the know-how and/or patented information.
Additionally, the template could address dispute resolution mechanisms, governing law, jurisdiction, and any other relevant legal provisions necessary to ensure compliance and enforceability under UK law.
Overall, this legal template provides a structured framework for negotiating and formalizing a licensing agreement that involves both know-how and patents under the legal jurisdiction of the United Kingdom.
Publisher
ƵJurisdiction
England and WalesPatent And Know-How Licence (Pharmaceutical)
This template agreement is specifically designed to facilitate the transfer of intellectual property rights related to pharmaceutical products or processes from one party (licensor) to another party (licensee). Patents are legal protections granted for new inventions, while know-how refers to specialized knowledge, technical information, or trade secrets that are not publicly available.
The template will define the scope of the license, including specifics about which patents and know-how are being licensed, the duration of the license, and any geographical or use limitations. It will also address the financial considerations, such as the payment terms, royalties, and potential upfront fees associated with the license.
The agreement will outline the licensor's responsibilities and obligations, such as ensuring the validity and enforceability of the licensed patents and providing necessary technical support or training to the licensee. Similarly, the licensee's obligations, such as paying royalties on time and safeguarding the confidentiality of the licensed know-how, will be stated.
Other important provisions might cover potential restrictions on sublicensing, dispute resolution mechanisms, termination conditions, and the consequences of breaching the agreement.
Overall, the "Patent and Know-How Licence (Pharmaceutical) under UK law" template aims to provide a comprehensive framework to safeguard the rights of both parties involved and ensure a clear and fair exchange of intellectual property assets in the pharmaceutical sector within the legal framework of the United Kingdom.
Publisher
ƵJurisdiction
England and WalesSample Patent Knowhow License (Lambert)
The template would likely cover various aspects of the licensing agreement, including the identification of the parties involved, such as the licensor (the owner of the patent) and the licensee (the entity seeking to use the patented knowhow). It would also outline the scope of the license, specifying the exact patent or patents that are being licensed, as well as any accompanying knowhow or trade secrets provided by the licensor.
Additionally, the template would cover topics related to the rights and obligations of both parties. This might include details about the licensee's usage rights, restrictions on sublicensing, confidentiality requirements, and any specific restrictions on exploitation. The template may also address issues such as indemnification, termination, and dispute resolution mechanisms, all within the context of the UK legal framework.
Given that it is a sample template, it is likely designed to serve as a starting point for future licensing agreements. Users of the template would be expected to tailor and modify its provisions to suit their specific needs and circumstances. It is essential for users to consult with legal professionals to ensure compliance with current UK patent and contract law while adapting the template to their particular licensing requirements.
Publisher
Lambert ToolkitJurisdiction
England and WalesRelevant Contract Types
🧠 Patent Knowhow Licence
A patent knowhow licence is a legal agreement between a patent holder and another party that grants the latter permission to use the holder's patented invention. The licence typically covers the use, manufacture and sale of the invention.
Relevant Contract Types
Intellectual Property Assignment (for founders to assign IP to company)
The template aims to establish a clear and legally binding agreement between the founders and the company regarding the ownership and control of any intellectual property assets developed during the course of business operations. Intellectual property can include a wide range of intangible creations, such as inventions, designs, trademarks, copyrights, or trade secrets.
By utilizing this document, founders can formalize the transfer of their IP rights to the company, ensuring that the company has full rights and control over these assets. The template typically outlines the relevant terms and conditions of the assignment, including details about the IP being transferred, warranties and representations by the founders, and the consideration or compensation, if any, provided to the founders in return for the assignment.
This legal template serves as a valuable tool for both parties involved. For the founders, it ensures that their contributions to the company's IP are appropriately recognized, while also protecting their interests, such as receiving fair compensation or ongoing benefits from the IP. On the other hand, the template provides the company with clear ownership rights and control over the IP, which is crucial for protecting their investments, attracting investors, and facilitating future licensing or commercialization opportunities.
It's important to note that each situation may have unique circumstances, and this template should be customized to fit the specific needs and requirements of the founders and the company. Consulting with legal professionals specializing in intellectual property or corporate law is highly recommended to ensure compliance with UK laws and to address any specific concerns or considerations that may arise during the assignment process.
Publisher
ƵJurisdiction
England and WalesConsultancy Agreement - Company appointing an individual consultant (not using a personal service company)
The agreement covers various essential aspects, including the scope of work, deliverables, and project timelines. It outlines the consultant's responsibilities, ensuring they provide their professional expertise, experience, and skills to assist the company in achieving specific objectives. The agreement also details the payment terms, such as the agreed upon consultancy fees, expenses, and reimbursement policies.
Additionally, this template typically addresses the consultant's obligations regarding confidentiality and non-disclosure of any proprietary or sensitive information they may gain access to during the engagement. It may include provisions safeguarding the company's intellectual property rights and ensuring that the consultant does not engage in any conflicting activities or compete with the company's business interests.
The Consultancy Agreement also covers important legal aspects that regulate the relationship between both parties. It typically includes clauses regarding termination and the circumstances under which either party can end the agreement. The document may also address dispute resolution mechanisms, indemnification, liability limitations, and any other necessary legal provisions to protect the interests of both the company and the consultant.
In summary, this legal template for a Consultancy Agreement provides a solid foundation for establishing a clear and mutually beneficial working relationship between a company and an individual consultant under the jurisdiction of UK law. By utilizing this template, both parties can define their expectations, protect their rights, and ensure compliance with applicable legal requirements throughout the consultancy engagement.
Publisher
ƵJurisdiction
England and WalesAdvisor Agreement (Payment Via Share Options)
The template aims to establish a clear understanding and binding agreement between the company and the advisor regarding the services provided, the duration of the agreement, and the compensation structure. The document will generally include sections such as:
1. Party details: Identifies the company and the advisor, providing their respective names, addresses, and other necessary identification details.
2. Engagement terms: Outlines the scope of services the advisor will provide to the company, specifying the nature of their expertise and the specific areas they will be advising on.
3. Compensation: Details how the advisor will be remunerated for their services primarily through the allocation of share options. It may include information on the method of valuation, the exercise period, vesting conditions, and any additional terms related to the share options.
4. Confidentiality and non-disclosure: Includes provisions to protect the company's sensitive information and trade secrets, ensuring that the advisor maintains strict confidentiality during and after the agreement.
5. Intellectual property: Clarifies the ownership and rights related to any intellectual property created or utilized during the advisory engagement.
6. Termination: Establishes the circumstances under which either party can terminate the agreement, and the notice period required for such termination.
7. Governing law and jurisdiction: Specifies that the agreement will be governed by UK law and designates the specific jurisdiction for any legal disputes that may arise.
The Advisor Agreement (Payment Via Share Options) under UK law is crucial for ensuring a transparent and legally binding relationship between a company and an advisor, outlining the rights, obligations, and compensation structure to protect the interests of all parties involved. As specific laws and regulations may vary, it is advisable to obtain legal counsel to tailor the document to the unique requirements of the situation.
Publisher
ƵJurisdiction
England and WalesHow it works
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