Contratto Di Licenza License Agreement

Contratto Di Licenza License Agreement

What characterizes the CLA is that the purchase of the software precedes the possible reading of the contract and its acceptance by the user. First, a ToS covers many more issues and has a broader scope than the DEEE Treaty. However, the license agreement gives users the right to use the software by protecting only software licensing issues. In drafting the text of the contract, this may lead, depending on the product sector, to the need to include the typical contractual provisions of a licensing agreement with those relating to how the policyholder can use the rights and the consideration of a contract in which the donor grants the taker the right to manufacture and market certain products; in a product sector totally different from the one in which the licensee operates; by soothing the brand owned by the donor (merchandising licence agreement) or in a licensing agreement whereby the giver of a certain know-how is provided to the taker, so that the taker uses it for the manufacture and marketing of products in a market in which the donor is not directly active, perhaps with the licensee`s mark, also under license (production licensing agreement/ production contract). The 7th and 8th circuit subscribe to the theme “authorized and not sold”, while most other circuits are not. In addition, the applicability of contracts depends on the adoption by the state of the uniformity of transactions on computer information (UCITA) or the UCITA Bomb Shelter. In anti-UCITA countries, the Uniform Trade Code (UCC) has been amended to explicitly define the software as a property (which makes it part of the UCC) or to not allow contracts that indicate that the terms of the contract are governed by the laws of a successful UCITA state. From a more legal but purely factual point of view, the complexity of a licensing agreement is directly due to the complexity of the nature of the technological knowledge transferred and the technical and technological capacity of the licensee to immediately understand and exploit the know-how transmitted to it by the licensee. In the case of a know-how licence, the know-how of a definition of the specific purpose of the licence is objective, as is the case with a patent or trademark license, but the wording of the contract text seems more complex. First, it is necessary to define contractually what is the specificity of the licensed know-how and the forms and procedures by which it is physically transmitted to the licensee. The decision of the justice of the peace was upheld in the appeal proceedings of the Court of Florence (N. 2526/2010) and even in cassation (19161/2014).

The Court of Legality analyzed the licensing agreement for the use of the software (which Eula preinstalled with regard to the operating system on the computer) and then found that between the contract for the sale of the computer and the license to use the software, there is no trading link and that the end user, who expressed at the beginning of the computer the negative will regarding the use of the software, is allowed to refund the part of the price refers to this software. It is obvious that the problems associated with the drafting of the licensing agreement (not to mention the amount of royalties that can be charged to the taker…)are directly related to the nature and extent of the user rights that the taker is willing to grant to the taker, and not to the restrictions that the taker intends to impose on the rights granted to the taker.


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