Manufacturers constantly work to improve the quality of their products and thus increase their
competitiveness and output. This entails the development of new technologies, which may have an
important value for the individual company concerned. There may be competitive benefits involved, as
other companies may not yet have reached the technological level represented by the new technology
of the individual company. It is therefore essential that this new technology is protected against
unauthorised use by other companies. Depending on the innovative level of the new technology,
protection may be provided by intellectual property rights, as laid down in national or international law
(including EC law), or may be obtained by special (e.g. contractual) measures of the individual
company involved to ensure the secrecy of the new technology.
Either way, the individual company may commercialise the new technology by using it in its
manufacturing process and/or by making this technology available to other manufacturers interested in
using this new technology for their manufacturing process. The conditions for the use of the new
technology by other manufacturers are the subject of a so-called technology licensing agreement. The
company which developed the new technology acts as licensor, making the new technology available
for use by the other party to the agreement, which acts as licensee.
The ORGALIME “Legal Affairs” working group has always been aware of the importance for industry
to have a good model text for a technology licensing agreement and has provided appropriate texts for
many years, taking into account the interests of licensors and licensees and the special provisions in
law for licensing agreements. Competition law in particular has always been an important set of rules
to take into account. The present model takes the new EU-competition rules for technology licensing
agreements, Regulation No. 316/2014 (hereinafter referred to as “the Regulation”), which entered into
force on 1 May 2014, into account. This model form replaces the 2005-edition.