Netflix, Amazon Prime, Hotstar are definitely the hub of everything we do in our free time these days!
Needless to say, every millennial today depends on at least 2-3 of these mobile apps to get through the day. Whether it's for fun or building a business, technology, and the Internet spin us around its fingers.
Thanks to the advancement of technology, the speed and ability to receive content by simply clicking "I accept" has increased tremendously. Although many people accept the huge web-based document terms and conditions without batting an eye or keep submitting their email IDs to random websites to get instant access, ignoring the provisions that can lead to serious claims and liability for infringement.
Now, it's important to note that the content is "licensed" by the creator of the content, called the owner/provider (the licensor), and not assigned to the user (the licensee), which means ownership will remain with the content provider and only under certain conditions, permits the user to use the property of another party.
The licensor also benefits from the relationship in the form of royalties, from the license agreement.
This is the basic concept of the license agreement. Since licensing agreements protect property, careful examination of any agreement is worthwhile. So, now in this blog, we're going to take a little time to introduce you to a couple of interesting clauses in the agreement that you probably haven't read. So here it is:
1. Grant of License
This is the most important clause of the license agreement. This clause effectively defines how rights will be transferred and how the rest of the agreement will be understood. The granting of a license basically means that it covers the scope of the content that is provided by the Licensor (content creator) to the content user.
Generally, there are many types of licenses, but the most common and often used are exclusive and non-exclusive licenses.
The exclusive grant of the license will allow the use and enjoyment of the content only by the specific party entering into the agreement and not by any other third party.
Conversely, a non-exclusive license grant will not impose any restrictions on the licensing of the content to any number of licensees (consumers of the content).
This is a typical clause for such agreements. This provision ensures that neither party will use the other party's business name or logo in any publicity or disclose its association to the public without the other party's prior written consent. The condition of such a clause is that it helps a party to know and track the use of the company's name and logo by another party in a promotional act. It imposes a condition on the consenting party that such party shall not withhold consent for any unreasonable reason.
The term clause defines the duration of the agreement. This is usually similar to the termination clause in all standard contracts. In the license agreement, the term will define the duration of the license and its validity period.
A licensor may have an automatic renewal clause in which, after the agreement expires, the agreement will renew and come back into effect automatically. If there is an option to renew, then the parties should mutually discuss and, if desired, extend the agreement.
Licensed content can sometimes be a very valuable asset for the Licensor. Therefore, Licensor may wish to maintain the confidentiality of the Content itself, and it is Licensee's duty to maintain the confidentiality of the Content. The parties may also enter into a separate NDA (non-disclosure agreement) to keep the content confidential.
It is always best to define in detail in the definitions clause what is and is not confidential information. The licensor must also imagine the situation: what if the agreement is terminated, what will happen to confidentiality, will it remain, and thus the clause should be outlined accordingly.
5. Obligations and rights of the parties
This is a clause that is often repeated in all agreements, but it is very important and is the main clause in this agreement. The licensor's obligations must be very precise and complete. Because most of the subject matter of the agreement will be on the internet, and if something is uploaded online which is not supposed to happen, it can cause havoc.
Therefore, the Licensor must make sure that when licensing the content, it does not violate the claims of third parties and does not violate intellectual property rights, and if the rights are violated, who will be responsible and what legal remedies are available should be set out in the clause. In addition, whether Licensee can change or modify the Content, or whether it can further sublicense, all such matters must be described in this clause.
Fees will be paid by Licensee to Licensor under the title ("License Fees"). The clause should specify whether the payment will be a one-time payment or an advance payment. This forms part of the consideration.
In some cases, for example, if the content provider is an OTT platform, it may require a royalty/variable fee based on subscription payments made after or before the signing of the agreement with the Licensee.
The termination clause will set out when the agreement can be terminated and other points such as who has the right to terminate the agreement. Some of the common problems are:
1) Termination in the event of a material breach
2) Termination due to insolvency
3) Termination without cause
The licensor would like to keep the confidential information even after the termination of the agreement or would like to destroy it. Such provisions are important and cannot be ignored.
Now let’s see how SpeedLegal can be used to make your life easier!
As we've noted, licensing agreements can be time-consuming and difficult to track. As a user, you will have an agreement with each content that you use. Each one will be diverse. Finding out what you need to know can easily put you at the bottom of a pile of papers. Fortunately, Speedlegal is designed to take on such weaknesses, its automated contract management system is exactly what will help you understand your contracts in a better way!
In three very easy steps, you can turn your hours into minutes! Incredible right!
- You can easily upload your contracts from your laptop or import them from the cloud.
- See the results with the summary of your contracts and the key risks.
- Share the report with the other party and if the contract is good to go, you can request a signature directly from SpeedLegal
And all these benefits come to you at no cost (up to 3 contracts)!!
License agreements don't have to be a headache anymore. Speedlegal's contract management system keeps track of all your contracts and all their details. With it, drawing up new contracts or revising old ones is a breeze. Speedlegal can sift through all your documents for you, providing only the answers you need. Contracts are becoming more standardized, easier to negotiate and faster to create.
Visit our website for more information about our program and contract management systems in general. We will show how Speedlegal can help at all stages, from contract creation, collaboration, and negotiation to our dynamic repository with world-class security. Sign up for a demo to see how automated contract management can tame your wild License Agreements and make them work better for you.
Still, have a question? You can click on this link and join our discord channel and we will get back to you.