Licensing and distribution agreements are essential tools for expanding reach, protecting intellectual property, and managing risk in supply chains. A strong contract defines scope, payment schedules, quality controls, audit rights, and termination triggers, helping both sides plan for performance and adapt to market changes while reducing litigation.
A comprehensive approach tightens IP definitions, protects trade secrets, and documents permitted uses, reducing inadvertent disclosures and ensuring royalties reflect actual value.
We tailor licensing contracts to your products, markets, and channels, with clear terms, tangible milestones, and risk allocations designed to support growth and protect brand integrity.
We establish ongoing governance, performance reviews, renewals, and post termination obligations to protect value through contract lifecycles.
A licensing and distribution agreement grants permission to use IP or distribute products under defined terms, including scope, territory, duration, royalties, quality controls, and termination rights. It helps set expectations and provides remedies for breaches. Disputes may be resolved through negotiation, mediation, or arbitration, depending on the contract, with compliance to applicable laws.
Yes, a lawyer helps ensure terms are clear and enforceable, reduces ambiguity, and helps tailor the agreement to regulatory requirements. An experienced attorney can identify risk areas, coordinate IP definitions, and align the contract with business strategy.
Exclusivity grants the licensee rights to use or sell in a defined territory or channel, excluding others. It can affect pricing, competition, and termination; ensure terms specify the scope and duration.
Royalties can be based on net sales, gross revenue, units sold, or minimum guarantees. A well drafted formula, reporting schedule, and audit rights help ensure accuracy and timely payments.
Post-termination obligations include wind-down periods, continued support, and handling of remaining inventory. Licensees may be allowed limited post-termination use under defined terms, while licensors protect IP and brand integrity.
Yes, with careful attention to export controls, data privacy, and local laws. The contract should specify governing law and dispute resolution venue suitable to all parties.
In Maryland, governing law is typically determined by the contract; parties may choose Maryland law or another agreed jurisdiction. For cross-border licensing, consider harmonized dispute resolution and applicable international rules.
Include triggers, wind-down obligations, IP rights after termination, and post termination support terms. Also specify survival clauses, data handling, and dispute resolution pathways to protect value.
License fees and royalties can have tax implications; consult a tax professional. The contract can allocate tax responsibilities and withholdings as appropriate for both parties.
A qualified business lawyer with experience in licensing and distribution can tailor terms to your industry. We provide practical guidance and support from drafting to renewal to help your team move forward confidently.
