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Patent and Know-how Licence (intra-group)

Patent and Know-how Licence (intra-group)

PricewaterhouseCoopers AG

Date: October 16, 2017
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Author's Note

The Patent and Know-how Licence (intra-group) is a Swiss-law governed standard agreement for the... Read more

The Patent and Know-how Licence (intra-group) is a Swiss-law governed standard agreement for the licensing of patents and/or know-how between group companies.

Intra-group patent and know-how licences may be required to evidence the transfer pricing of intellectual property rights between group companies.  The template may be configured for the licensing of patents, know-how or both patents and know-how, in relation to the licensee’s manufacture and supplying of certain products offered by the group.

The licence is drafted as non-exclusive in relation to a user-defined territory, and provides for a licence fee based on a percentage of net sales revenue. The user must define the products to which the license relates.

Optionally, the user may include certain default provisions regarding the marketing and sale of the products manufactured under license. Care should be taken to ensure that if used, these provisions are consistent with any other agreement between the parties relating to the manufacture or distribution of products.

Terms which are configurable to the user’s needs include:

  • Scope of use (products to which the license relates)
  • Patents and know-how included in the license;
  • Licensor’s obligations to maintain patents;
  • Quality control, patent marking and reporting;
  • Registration of the licensee as a registered user of the patents;
  • Term and termination;
  • Fees and payment;
  • Sub-licence and assignment rights;
  • Provisions relating to liability and indemnity;
  • Provisions relating to notices;
  • Dispute resolution, jurisdiction and arbitration; and
  • Other boiler-plate provisions (e.g. confidentiality).  

Circumstances of Use

This document is intended to be used for intra-group transfer pricing purposes to document the licensing of patents and know-how from one group company to another. The Patent and Know-how Licence (intra-group) may be used for cross-border transactions where the parties have agreed to use Swiss law. 

Terms of Use

The purchase of this Product is subject to PartnerVine Terms.

You (the registered user through whose account the purchase is made) may:

  • Access the document-generation interview for 90 days from date of purchase;
  • Export and download an unlimited number of copies of the document(s) in Word or pdf format;
  • Share and use the document copies in connection with the circumstances described in this Author’s Note and only for the ordinary business purposes of the group of companies to which you belong.

Other Comments

No warranty or representation is given or made that the allocation of functions and risk and the related transfer pricing arrangements provided for in this document are appropriate in the specific circumstances of any given group of companies.  No legal or tax advice is provided and nothing in this template or the related user interview shall be deemed to constitute the provision of legal or tax advice in relation to any fact or matter. Where necessary, specialist legal and tax advice should be sought together with input from group accounting functions prior to executing this agreement.