More WIPO: contracts & licenses IPNM 2007 Kaido Kikkas This document uses the GNU Free Documentation License (v1.2 or newer).

Some more things traditional ● Contract - a legally binding exchange of promises or agreement between parties that is backed up by the law ● License – a legal permit to use someone else's creation (IP) under predetermined conditions

Some legal terms at contracts ● General principle: pacta sunt servanda ● Exception: jus cogens ● Even more Latin: bona fide aka good faith ● Disposition: what is not forbidden, is allowed ● Undue influence (lack of) ● Reason

Types of contract ● Transfer contracts (sale, exchange, donation) ● Contracts for use (rental, leasing, licensing, loan) ● Insurance contracts (life insurance, property insurance) ● Service contracts (hiring, representation) ●...

Warrants of contract ● Deposit ● Late interest ● Contractual penalty ● Pledge ● Surety

Offer and acceptance ● The acceptance must be communicated. Prior to acceptance, an offer may be withdrawn. ● An offer can only be accepted by the offeree, that is, the person to whom the offer is made. ● An offeree is not bound if another person accepts the offer on his behalf without his authorisation. ● It may be implied from the construction of the contract that the offeror has dispensed with the requirement of communication of acceptance. ● If the offer specifies a method of acceptance (such as by post or fax), you must accept it using a method that is no less effective than the method specified. ● Silence cannot be construed as acceptance.

Using someone else's creation ● Typically possible when – the author has transferred the IP rights (sold, donated, given up) – the author has issued a permit (license) for its use

Limits ● Can be limited by – ways – purposes – period – territory – extent or instrument

License ● Legal permit to use (manufacture, sell) someone else's creation ● Licenser - issues a license ● Licensee - receives a license

Main types ● Non-exclusive license ● Exclusive license ● Absolute license ● Cross-license ● Sublicense ● Compulsory license

Payment options ● Single payment ● Periodical payments (royalties) ● Single initial payment and royalties ● Single initial payment and royalties with a guaranteed minimum

Next time... ●... we will look at – software licensing – the problems with applying the traditional models on software