Читать книгу Der Lizenzvertrag - Michael Groß - Страница 129

379

Beispiel 4

 1. Licensing Administrator’s (LA) ResponsibilitiesLA shall use commercially reasonable efforts to engage in X licensing responsibilities including, but not limited to:

 1.1 identifying the potential market and prospective licensees, contacting and visiting prospective and existing Licensees, maintaining a website, engaging in public relations campaigns and responding to bona fide leads on prospective licensees, facilitating the negotiation, execution and administration of licensing transactions;

 1.2 pursuing to completion the execution of X Patent License Agreements (X PLAs) with prospective licensees as set forth in Section ... above;

 1.3 receiving and distributing revenues earned pursuant to Appendix Y hereto determining whether Licensees are making payments in a timely manner (within the reasonable expectations of LA);

 1.4 reporting to Licensors in accordance with the Terms and forwarding to Licensors in a timely manner all written notices received from Licensees under applicable X PLAs, subject to Section ... below;

 1.5 arranging and conducting semi-annual Licensing Committee meetings pursuant to the Licensing Committee Bylaws (Appendix Z hereto) and Section ... below.

 2. Licensors’ Responsibilities All Licensors agree to license all Essential X Patents which are owned or licensable, by such Licensor and each of its Affiliates, now or at any time in the future, including without limitation those patents listed in Appendix A according to the Terms herein and under the terms of the X PLA. Notwithstanding the foregoing sentence, such patents do not include any patents that, if licensed, would require a payment of royalties by Licensors to unaffiliated third parties. All Licensors further agree to:

 2.1 submit patents for determination of essentiality according to the terms and procedures set forth in the Patent Submission Letter (Appendix B hereto);

 2.2 provide LA with a list of their Essential X Patents (Appendix A hereto) which list shall be subject to additions and deletions as posted on LA’s extranet site for Licensors;

 2.3 become a member of the Licensing Committee, agree to the terms of membership and accept the Bylaws of the Licensing Committee as set forth in Appendix Z;

 2.4 periodically update their patent list with additional patents from their portfolios that are counterparts to patents that an independent patent evaluator has determined are Essential X Patents; and agree that:

 2.4.1 European patents listed in connection with EP patents that have been determined essential by the independent evaluator can be added to the patent list;

 2.4.2 counterparts to patents that have been determined essential by the independent evaluator can be added to the patent list according to terms agreed upon by Licensing Committee.