While each USC license agreement is customized to address issues specific to the technology, there is a set of standard terms and rights that USC Stevens Institute addresses in each license agreement.

Definitions

Key words in the license are defined at the beginning of the license and are capitalized throughout the agreement for clarity and to avoid misunderstandings.

Grant of License

Exclusive vs. Non-exclusive

Exclusive licenses grant a licensee sole rights to intellectual property, typically within a defined scope (field of use).  Another license can be granted for the intellectual property, but not within the same scope.

Non-exclusive licenses grant multiple licensees rights to intellectual property within a defined field of use.

Field of Use
Field of Use defines the sector of the business world that the intellectual property can be used in.  It can limit a use of an invention to a specific industry, or even to a specific product.

Confidentiality
Confidentiality language prevents the disclosure of certain information to third parties.

Diligence and Commercialization
Licensees are expected to commercialize the licensed technology.  Progress towards commercialization must be provided every year to show the company is using their best efforts as described in the license agreement.

Payments and Reports
Due date, method of payment, preferred currency for payments, and penalties for overdue payments are all specified within the license agreement.  A specific address is provided for delivery of all reports.

Publications
No inventor will be indefinitely prevented from publishing information about a technology developed at USC, even if it has been licensed to a company. Typically, USC will agree to only a 60 day publication delay so that patent rights can be perfected or a sponsors can review the publications to ensure their corporate confidential information is not inadvertently disclosed.

Patent Prosecution

One party will handle the filing, prosecuting, and maintenance of the patents listed in a license agreement.

Insurance and Indemnification

Licensees assume all responsibility for any product or other liability arising from the exercise of rights granted under a license.  The licensee must also maintain an insurance policy for the benefit of USC.

Termination

Failure to maintain any of the requirements of the license agreement may place either party into breach or default; in this case the non-breaching party notifies the other of the breach, and if the breach is not cured with a prenegotiated cure period, the agreement may be terminated.