Licensing—Switzerland—Q&A guide

The following IP practice note provides comprehensive and up to date legal information covering:

  • Licensing—Switzerland—Q&A guide
  • 1. Are there any restrictions on the establishment of a business entity by a foreign licensor or a joint venture involving a foreign licensor and are there any restrictions against a foreign licensor entering into a licence agreement without establishing a subsidiary or branch office? Whether or not any such restrictions exist, is there any filing or regulatory review process required before a foreign licensor can establish a business entity or joint venture in your jurisdiction?
  • 2. Identify the different forms of licence arrangements that exist in your jurisdiction.
  • 3. Does legislation directly govern the creation, or otherwise regulate the terms, of an international licensing relationship? Describe any such requirements.
  • 4. What pre-contractual disclosure must a licensor make to prospective licensees?
  • 5. Are there any requirements to register a grant of international licensing rights with authorities in your jurisdiction?
  • 6. Is your jurisdiction party to the Paris Convention for the Protection of Industrial Property? The Patent Cooperation Treaty (PCT)? The Agreement on Trade-Related Aspects of Intellectual Property Rights (TRIPs)?
  • 7. Can the licensee be contractually prohibited from contesting the validity of a foreign licensor’s intellectual property rights or registrations in your jurisdiction?
  • 8. What is the effect of the invalidity or expiry of registration of an intellectual property right on a related licence agreement in your jurisdiction? If the licence remains in effect, can royalties continue to be levied? If the licence does not remain in effect, can the licensee freely compete?
  • 9. Is an original registration or evidence of use in the jurisdiction of origin, or any other requirements unique to foreigners, necessary prior to the registration of intellectual property in your jurisdiction?
  • More...

Licensing—Switzerland—Q&A guide

This Practice Note contains a jurisdiction-specific Q&A guide to licensing in Switzerland published as part of the Lexology Getting the Deal Through series by Law Business Research (published: May 2021).

Authors: Schellenberg Wittmer—Dr. Lorenza Ferrari Hofer; Philipp Groz

1. Are there any restrictions on the establishment of a business entity by a foreign licensor or a joint venture involving a foreign licensor and are there any restrictions against a foreign licensor entering into a licence agreement without establishing a subsidiary or branch office? Whether or not any such restrictions exist, is there any filing or regulatory review process required before a foreign licensor can establish a business entity or joint venture in your jurisdiction?

A foreign licensor can enter into a licence agreement without being obliged to establish a subsidiary or office branch in Switzerland. There is no specific filing or regulatory review process for foreign licensors wishing to establish a business entity in Switzerland; the general rules on establishing Swiss business entities apply. The establishment of a Swiss company may be required where the foreign licensor is itself taking over a regulated business in Switzerland, such as the wholesale or import of pharmaceutical products.

2. Identify the different forms of licence arrangements that exist in your jurisdiction.

The principle of freedom of contract applies and parties are free to agree on whichever form of licence agreement, as

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