Technology Transfer Agreements - How to Ensure Success

Introduction

This new virtual classroom seminar will consider recent changes to EU competition law, including a look at the new Block Exemptions on vertical agreements (Commission Regulation (EU) 2022/720) and research and development agreements (Commission Regulation (EU) 2023/1066).

The session gives practical advice on the legal and commercial considerations which are essential for securing a successful agreement.

It has been specially designed to cover all the crucial topics, the risk areas and pitfalls to be aware of, and focuses on how to negotiate the best deal for your business.

Particular attention will be given to the Block Exemptions and their impact on drafting.

What You Will Learn

This live and interactive course will cover the following:

• Competition law - brief introduction:
• Goals of competition policy
• Article 101 TFEU (treatment of anti-competitive agreements, decisions and concerted practices)
• Impact of de minimis on the application of Article 101(1)
• Article 101(3) TFEU (exemption)
• Practical Exercise: A101
• Competition law - technology-related block exemptions:
• Vertical Restraints Block Exemptions (VRBER 2022)
• Market thresholds, scope of application, hardcore and excluded provisions
• Technology Transfer Block Exemption Regulation (TTBER 2014)
• Scope and restrictions
• Block exemption governing R&D (RDBER 2023)
• Practical Exercise: VRBER and TTBER
• Technology transfer agreements:
• Set-up - licence and assignment
• Strategic and legal concerns of the prospective licensor
• Key concerns reviewed
• Term
• Assignment
• IP
• Liability, disclaimers and indemnities
• Benefits and disadvantages of licensing technology
• Sub-licensing considerations
• Legal safeguards during the pre-negotiation phase
• Practical Workshop: Review of a technology licence:
• Review of the template agreement with reference to the key clauses, strategic considerations and drafting techniques
• Discuss issues relating to the negotiation and execution of a technology licence
• Practical Workshop: Review and negotiation of a technology licence:
• Using a case scenario, participants will draft and negotiate a technology licence with reference to key commercial terms, inter alia:
• Grant
• Fees and royalties
• Rights to improvements, new products, and grant-back clauses
• IP and confidentiality

Recording of live sessions: Soon after the Learn Live session has taken place you will be able to go back and access the recording - should you wish to revisit the material discussed.