1. Mark Collins © 2015 Mark Collins

2.  Original, invented, creative, unique  Patents ◦ Protected through registration  Copyright ◦ Protected through litigation ◦ Confidentiality  Other forms ◦ Trademarks, registered designs, etc  Focus on Software Licensing ◦ Copyright licensing © 2015 Mark Collins

3.  Not the same as selling  Provides the licensee with the right to use  Licence defines the limitations of use and obligations of the licensor, plus terms © 2015 Mark Collins

4.  “Out-sourced R&D” ◦ Licensee does not need resources ◦ Reduced Cost ◦ Shorter timescales ◦ Less risk and commitment ◦ Limited differentiation  Licensing Model ◦ Up-front licence fee  Not linked to licensee product success ◦ Paid against agreed milestones ◦ Per unit royalty  Opportunity for big returns © 2015 Mark Collins

5.  Initial investment in R&D ◦ May be along time to returns  Need for specialist resources  Complex support obligations  Risks ◦ Market (licensor and licensee) ◦ Competition ◦ Timescales ◦ Liabilities (eg IP infringement)  Your returns much less than your licensees’ © 2015 Mark Collins

6.  Scope ◦ Geographical ◦ Timescale and renewal ◦ Royalty bearing ◦ Non-transferable  Options ◦ Right to modify or create derivatives ◦ Sub-licensing  Conditions ◦ Specific applications ◦ Hardware environment, products © 2015 Mark Collins

7.  Some models require source code access  Can be very difficult to manage the dissemination of source code  Can be easier to support  Permits the licensee to develop the software further © 2015 Mark Collins

8.  Permitted disclosures  Do your customers need to have a sublicensing right to fulfil their business model?  Controlling sub licences to your products  Can it interfere with your business? © 2015 Mark Collins

9.  Need to decide if you permit modifications  Who owns the modifications? ◦ Can this restrict your right to develop your own technology?  Supporting modified products?  Affect on warranties and indemnities?  Derivatives © 2015 Mark Collins

10.  Warranties are undertakings to do things  Breach of a warranty implies you will be responsible to correct the breach at your own cost  Warranties can be limited though  Indemnities are compensation you have to pay in the event the licensee has a loss  Indemnities too can be limited ◦ Consequential loss © 2015 Mark Collins

11.  Can be very useful  Licences will apply ◦ Wide range of licences with very different implications  GPL creates many problems if you incorporate SW in your product ◦ You may have ot reveal all your code © 2015 Mark Collins

12.  Withholding Tax  Expenses  Acceptance  Term & Termination  Law & Jurisdiction  Limitation of Liability © 2015 Mark Collins

13.  Not enough licensees to cover development costs  Too few licensees reaching production  IP infringement  Timescales and costs  Competition  Escalating support costs  Product consistency © 2015 Mark Collins

14.  Technically difficult  Specialist resources  Essentially undifferentiated or de facto standard  Several potential licensees  Volume © 2015 Mark Collins