Articles
PART ONE: DO YOU OWN THE INTELLECTUAL PROPERTY TO WORK CREATED BY YOUR SUPPLIER?
When you retain a supplier to design software, customize its standard product to meet your needs, create engineering specifications, or develop documentation, do you have the right to use it over and over? Can you re-use it in another application? Does your supplier have the right to re-sell it to...
Read MoreGETTING TO “YES” WITH YOUR LAWYER: IT’S NOT AN OXYMORON!
Many business people are frustrated by how long it takes their lawyer to review / finalize a contract. The typical complaint: It took my lawyer (choose one: weeks/ months / years) to finally get the (choose one or several: indemnity, warranty, limitation of liability, IP) clause resolved.Sound familiar? If so, I want to give...
Read MoreUnderstanding Intellectual Property Indemnity
NTELLECTUAL PROPERTY INDEMNIFICATION – A LICENSEE’S PERSPECTIVE One provision that a customer, or Licensee, should look for in technology agreements is the intellectual property indemnification clause. This is true whether obtaining a license for software or hardware, or professional services to create a product or process. What is the purpose of...
Read MoreImporting & Free Trade Agreements: What You Should Know
IMPORTING FROM A FOREIGN SUPPLIER You are buying a product from a foreign supplier and will be importing the product into the US. You learn that the US has a free trade agreement (FTA) with that country. Under the FTA you can import the article free of duty. Properly done,...
Read MoreINDEPENDENT CONTRACTOR OR EMPLOYEE?
A ROSE BY ANY OTHER NAME……..Just because a company calls a worker an independent contractor does not make him or her so. For clarification purposes, I’m using “independent contractor” as a synonym for the terms “consultant”, “contractor” and any individual your company retains whom you don’t consider an employee. If...
Read MoreTechnology Agreements: License Grants
DEFINING USERSA Licensee (one who pays for the right to use, access and benefit from some type of technology) should ensure that the license grant is broad enough to allow all necessary members of the Licensee’s organization to use, access and benefit from (“Use”) the technology licensed. This group of...
Read MoreWorking with Your In-House Legal Department
As a contract manager, purchaser, sales manager, or department head, have you ever felt like your in-house attorney was ignoring you? Do other departments seem to get priority treatment from the legal department, while your deals languish at the bottom of the pile waiting for the lawyers to sign off? ...
Read MoreDrafting Binding and Non-Binding Provisions in Letters of Intent
Understanding binding and non-binding provisions in a Letter of Intent (LOI) is important for anyone who works with business contracts. Here, we will review some of important information on LOIs and what you should look for when you are negotiating, drafting, and otherwise working with LOIs. 1. Ensure everyone is on...
Read MoreBENEFITS OF ATTENDING A LESLIE S. MARELL CONTRACTING SEMINAR
If you work with contracts, and are looking for a more in-depth understanding of terms and conditions, a contracting seminar with Leslie S. Marell can help you do your job better, and protect your company’s interests around the globe. Leslie S. Marell is well-known as a highly entertaining, funny, and...
Read MoreHow to Prevent a Breach of Contract—Contract Warranties
Along with poor contract drafting, warranties are the most litigated issue in business contracts. Typically the parties have different expectations, especially when the buyer claims that the goods or services did not meet the promised expectations. Here are a few tips on warranties to protect your company from unnecessary disputes:...
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