Technology Transfer Block Exemption—standard clauses (long form)

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

  • Standard clauses—general
  • Definitions
  • Grant of licence
  • Long-form standard clauses avoiding hardcore restrictions—between competitors
  • Prices
  • Output
  • Restriction on ability to exploit own technology or carry out research and development
  • Allocation of markets or customers
  • Long-form standard clauses avoiding hardcore restrictions—between non-competitors
  • Prices
  • More...

Standard clauses—general


  1. 1

    Active Sales

    1. means actively approaching individual customers or marketing/advertising directly to specific customer groups, or customers in a particular territory in order to make sales;

    Contract Products

    1. means goods and/or services produced with the Licensed Technology;

    Exclusive Customer Groups

    1. is defined in Schedule [insert], with the relevant exclusive customers identified therein;

    Exclusive Term

    1. is defined in Schedule [insert];

    Exclusive Territory

    1. is defined in Schedule [insert], with the relevant territories identified therein;


    1. means all fees payable under this Agreement, as set out in Schedule [insert], including without limitation the [Implementation Fee], [the Licence Fee], [the Patent Fee] [and the Royalties];


    1. means any improvements on, modifications of or enhancements to the Licensed Technology created or developed after [insert applicable date];

    Intellectual Property Rights

    1. means any patents, trade marks, domain names, service marks, registered designs, right in confidential information, know-how, copyrights, database rights, design rights, trade and business names and registrations and/or applications for any of the foregoing and any other similar protected rights in any country;


    1. means all know-how, data and other information developed by the Licensor prior to [insert applicable date]

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