No universal licencing agreement model exists. Licence agreements will vary depending on the subject of the licencing activity, on the corresponding applicable law used to construe its provisions and on the circumstances of each specific case.

We draw your attention to the following issues:

In general, the scheme of a licence agreement is simple: the licensor (owner of IP rights) allows the licensee to use its IP rights. The licensee may use the licensor's IP rights to the extent established in the licence agreement; however, the formal IP rights remain with the licensor.

  • While drafting a licence agreement do not forget to cover its core issues, such as: the subject of the licence (all IP rights, future IP rights, know-how), territorial scope of access rights, commercial scope and field of use of licensed rights, exclusivity/non-exclusivity of the licence, duration of effects of the licence, compensation (payments, shares, cross-licenses, etc.), royalties, applicable law (especially important in case of transnational agreements), consequences of the breach of the licence agreement, etc.
  • Negotiating and drafting of an efficient licence agreement might be quite complex and sometimes requires independent professional advice so that potential legal pitfalls can be avoided.

In order not to miss the most important elements that a licence agreement should include, we suggest that you get acquainted with the guide Healthcheck booklet (in the series: Licensing Intellectual Property) which is available on the UK Intellectual Property Office homepage.                          

Examples of templates that may help you outline the likely content of a licencing agreement can be, furthermore, found in the ipHandbook of Best Practices.