Licensing agreements are an essential and necessary part of operating any company, no matter how big or small. A licensing agreement is a contract that clearly outlines the terms of the relationship between the licensor and licensee. A licensor owns a piece of intellectual property, such as a patent, trademark, copyright, or application, and grants permission to the licensee to use that property for a predetermined period of time. Whether you are a Fortune 1000 company or a small business, understanding these agreements are critical for a successful operation. If you are in Dallas and are looking for counsel who understands local regulations, here are some frequently asked questions about licensing agreement that will help guide your decision.

What is the Purpose of a Licensing Agreement?

The purpose of a licensing agreement is to protect and control the use of an intellectual property. The licensor will want to tightly control the intellectual property while the licensee wants to use the intellectual property in various ways. When a licensing agreement is properly drafted and enforced, it will give the licensor the ability to ensure its intellectual property is used in a manner that is mutually beneficial to both the licensor and licensee.

What are the Different Types of Licensing Agreements?

The most common types of licensing agreements are copyright licenses, patent licenses, trademark licenses, and software licenses. Copyright licenses are used when a licensor wants to grant permission for someone to use their copyrighted work, such as a written book or the lyrics to a song. Patent licenses allow the licensee to use the inventions protected by a patent for a predetermined period of time. Trademark licenses grant the licensee the permission to use a certain trade name or logo that is owned by the licensor. Software licenses control the use of software products or applications that have been developed by the licensor.

Are Licensing Agreements Governed by State or Federal Law?

Licensing agreements are regulated by both state and federal law, and depending on the type of agreement, the laws that govern the agreement may vary. Generally speaking, licensing agreements are governed by contract law, intellectual property law, and other federal and state regulations. In Dallas, licensing agreements are regulated by the Texas Business and Commerce Code, Texas Civil Practice and Remedies Code, and other statutes.

What Should I Include in my Licensing Agreement?

Every licensing agreement should include a few key elements in order to be legally binding and effective. The most important elements in a licensing agreement include: a description of the license (what it allows the licensee to do); an indemnification clause stating that the licensor will not be responsible for any liabilities that arise from the licensee’s activities; a limitation-of-liability clause that sets out what the licensor’s maximum liability will be; and other provisions that address intellectual property ownership, payment terms, and termination of the agreement.

How Do I Find an Experienced Local Attorney to Help Draft my Licensing Agreement?

If you are in Dallas and are looking for experienced legal counsel to help draft your licensing agreement, UpCounsel can help. Whether you are a small business or a Fortune 1000 company, UpCounsel’s network of experienced attorneys can provide you with high quality, cost-effective legal services. Their attorneys have an average of 14 years of experience and their profiles display ratings and reviews of their work. By connecting with an experienced attorney through UpCounsel, you can ensure that your licensing agreement is properly drafted and protects both the licensor and licensee.


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