Biotech Licensing Agreements

From the licensee`s perspective, a non-exclusive license may be the best way to maximize the potential value of an invention. On the other hand, a licensee must evaluate certain factors before engaging in a licensing strategy. Will a potential licensee buy a non-exclusive license? Although several non-exclusive licenses are possible, would a single exclusive licensee exploit the invention more widely than several licensees? Could the value be maximized by multiple “exclusive” licenses in well-defined application areas? The licensee has probably embarked on an irreversible strategy by granting its first licence. With regard to the granting of agro-biotechnician licences, it is particularly important to define precisely the property rights contained in the agreement and transferred. Organic materials must be accurately described. For example, complete lists of designated plant breeding lines, cell-type sand lines, plasmids and similar ones should be attributed to the agreement. All patents, patent applications and plant health certificates should be included in an appendix containing the serial numbers and countries in question. It is also worth specifying the rejections of patents and applications to be included in the granting of rights, including the follow-ups, the consequences to be continued, the divisions and the audits. The granting of rights defines the nature of the exclusivity of rights and determines whether there are time limits to exclusivity. Some exclusive licenses, for example, offer only an exclusive period of about five years after the licence is reinstated.

Non-exclusive licences are common in the granting of agro-biotech licences, but exclusive, exclusive and co-exclusive licences are also often granted. Even if the payment structure and obligations of the licensing agreement are sufficiently understood and described, payment disputes may arise when the agreement does not adequately describe the rights and obligations relating to registrations and audits. As a result, licensing agreements generally require the keeping of complete and accurate books and records in order to verify royalties and other payments, both for the duration of the agreement and for a reasonable period of time thereafter. The commitment is usually supported by an obligation to pay penalties or interest in the event of incorrect notification. Such obligations are increasingly important as the market for the licensed product changes or develops (for example. B by sublicensings or new or acquired products). Given the long history of NYSIP`s seed distribution program, it is not surprising that, after veterinary vaccines, Cornell`s next major patenting and licensing effort in agriculture was a program to transfer new varieties of trees, vines and other fruits through non-exclusive licenses. In the early 1980s, Cornell launched a patent and licensing program for new varieties of raspberries and strawberries.

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