A license can be a one-line permission or a contract that defines a commercial relationship for decades. Whether you're the owner monetizing intellectual property or the company that needs access to technology, content, or a brand, the terms decide who wins. We work both sides of licensing transactions and write grants, royalty structures, and termination provisions that hit your commercial goals while protecting the rights you can't afford to lose. Our engineering background helps when the licensed subject matter is software or a technical specification rather than a logo.
Getting the Grant Right
The grant clause is the deal. It names which rights move, patents, trademarks, copyrights, trade secrets, or some combination, and exactly what the licensee may do with them: make, use, sell, import, modify, sublicense. Field-of-use limits confine the license to specific applications or markets, territory sets the geography, and exclusivity decides whether the owner can license others or even practice the IP itself. Vague grants breed disputes about what's actually authorized, so we draft them with the precision that keeps you out of court later.
Royalties and Other Money Terms
Compensation can take many shapes, and the right one depends on the deal. Running royalties tied to sales or usage capture upside but need audit rights to verify. Fixed and minimum payments give the licensor certainty regardless of how the licensee performs. Milestone payments link money to development or commercial wins, and equity can supplement or replace cash. We often combine these, structuring terms that align both sides' incentives while giving each enough predictability to plan around the revenue.
Quality Control and Performance
Owners have real reasons to care how their IP gets used. Trademark licenses require genuine quality control: skip it and the license can be deemed naked, costing you the mark itself. Technology and brand licenses often carry performance standards, approval rights, and development milestones that keep the licensee actually exploiting the rights. We calibrate these controls to what truly matters, so you protect the asset without strangling the commercial flexibility that makes the license worth having.
Risk Allocation, Sublicensing, and Exit
The back half of a license decides who absorbs the surprises. Representations and warranties, indemnities, and liability caps allocate risk over ownership, infringement, and disclosed facts. Sublicensing and assignment terms control whether the relationship can drift to parties you never chose. And term, termination, and wind-down provisions, covering breach, insolvency, change of control, inventory sell-off, and surviving obligations, determine what happens when the relationship ends. We draft these so the exit is as clean as the entry, plus the audit, notice, and dispute-resolution mechanics that keep a long relationship running.