This type of agreement allows Harvard researchers starting a new business to easily license non-patentable, copyrighted software they have developed as part of research efforts led by professors. In cases where there are patentable elements such as unique algorithms, please read the model “Basic Exclusive License” agreement published above. Harvard also offers option agreements for companies considering licensing a Harvard technology. An option agreement allows a company to “retain” a technology for a short period of time, during which it can further assess its potential or raise funds for product development without committing or committing Harvard to meet the obligations arising from a licensing agreement. Options typically last from six months to a year and typically require both an initial fee and a refund of the patent process for the duration of the option. 18.1 This Agreement contains the entire agreement between the parties and supersedes all prior agreements, obligations or agreements, whether oral or written. In addition, this Agreement may not be modified, modified or otherwise modified in any way except in writing by both parties. E. Licensor (patent technology inventor) represents and warrants that it has the right and authority to grant the licenses granted herein and that there are no other agreements with any other party that conflict with such grant. 7. TECHNICAL INFORMATION The licensor (inventor of patent technology) declares that technical information and assistance relating to the technology negotiated under this Agreement shall be provided with reasonable care and, where appropriate, of the same type as that currently practised by the licensor (inventor of patent technology).
13. Intellectual Property Co. will receive and maintain at its own expense and expense throughout the term of the Contract from a qualified insurance company licensed to operate in [the State] and with a Moody`s rating of B+ or superior standard product liability insurance that designates the Licensor (inventor of patent technology) and its officers, directors and employees. Agents and shareholders as additional insureds. Such policy provides protection against all claims, demands and causes of action arising from alleged or unproven defects or non-performance of the technology or any material used in connection with it or its use. The amount of coverage is determined in accordance with Appendix A. The policy provides for notice to the licensor (Patent Technology Inventor) by the insurer by registered letter or registered letter, requested in return, in case of modification, cancellation or termination. Licensee (Intellectual Property Co.) agrees to provide Licensor (Inventor of Patent Technology) with a certificate of insurance proving this within [numbers] of days of entering into this Agreement, if possible, and under no circumstances will Licensee (Intellectual Property Co.) use the Technology until receiving such proof of insurance from Licensor (Inventor of Patent Technology). Notice of Products Offered by Third Parties – In the case of an exclusive license granted in some or all of the domains, licensee may initially focus on a limited number of products or uses of the licensed technology. To support Harvard`s mission to promote the common good by commercializing Harvard`s proprietary technology as much as possible, Harvard may include provisions similar to those in the following link to encourage a licensee to develop products offered by third parties or to sublicense the licensee`s rights in Harvard`s patent rights to that third party.
to enable the development and commercialization of additional products. 21. INTEGRATION This Agreement constitutes the entire agreement of the parties and revokes and supersedes all prior agreements between the parties and is intended to be the final expression of their agreement. It may only be amended or supplemented in writing signed by the Parties and expressly referring to this Agreement. This Agreement takes precedence over any other document that may conflict with this Agreement. B. Should the licensee (Intellectual Property Co.) do this? Sublicensee, Licensee (Intellectual Property Co.) shall pay to licensor (Inventor of Patent Technology) [number] percent (#) of the total income or compensation received by such Sublicensee (Intellectual Property Co.). [Attach to the Licensee (Intellectual Property Company) appropriate documents describing and detailing the technology licensed by the Licensor (inventor of the patent technology).] B. The Licensee (Intellectual Property Co.) may sublicense third parties under the Agreement with the consent of the Licensor (Patent Technology Inventor), without unduly refusing permission.
If you need help creating a technology license agreement, you can publish your legal requirements on the UpCounsel marketplace. UpCounsel only accepts the top 5% of lawyers on its website. UpCounsel`s lawyers come from law schools such as Harvard Law and Yale Law and have an average of 14 years of legal experience, including working with or on behalf of companies such as Google, Menlo Ventures and Airbnb. For examples of confidentiality agreements, material transfer agreements or research cooperation agreements, please visit our Examples of Agreements page. 3. INDEMNIFICATION A. In exchange for the licenses granted herein, Licensee (Intellectual Property Co.) agrees to pay Licensor (patent technology Inventor) a “click fee” of [number] per visit to the Site Containing the Technology. .