As a general rule, a licensee`s exemption would cover all commitments or claims arising from the use of the technology granted by the licensee (with the exception of rights that claim a violation of third-party intellectual property rights by the technology granted). 3) If you distribute products with licensed technology in other countries, you will not be compensated. Refuse this provision. Make sure your compensation amount covers all the countries in which you want to market your product. If the licensee refuses, try to negotiate lower fees or even no royalties in countries where your compensation does not apply or where the licensed technology is not patented. It is important to note, however, that if the liability of the licensee in the event of “direct damage” is limited and/or liability for “indirect damage” is excluded, the same is naturally true for licensees. Therefore, if, at a later date, the licensee suffers a loss as a result of a third-party allegation that the technology granted violates the intellectual property rights of third parties, the licensee`s right to compensation or compensation from the licensee would be limited to the “direct harm” cap and, if the breach results in “indirect damages,” it could not be covered by compensation. First, third-party rights to intellectual property rights issued or registered after the date of the software license agreement are not within the scope of compensation. Patents can be issued after the date of the contract, but they have a priority date long before the treaty comes into force. If such a patent forms the basis of a infringement action covering the technology granted, it is excluded from the licensing obligation. Such a restriction should be strongly rejected, as it weakens the licensee`s right to compensation.
· modify the technology granted in such a way as not to breach the law, while maintaining substantially equivalent performance; Licensees prefer to limit their liability in the event of “direct damages” to amounts paid under the software license agreement (in some cases, the amounts paid in the 12 months prior to the date of claim). Licensees prefer to exclude liability for “indirect damage.” Normally, licensees are able to make such an application. However, the licensee`s responsibility to exempt the taker from “direct damage” and/or “indirect damage” from third party acts should be total. In a third-party action in which the technology granted violates the intellectual property of third parties, the licensee may be required to pay damages in excess of the licensee`s maximum liability in accordance with the software license agreement.