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INTELLECTUAL PROPERTY: A little less implication, a little more audit

06 February 2015  

Mark Lewis provides a timely reminder to make sure your audit clause is fit for purpose

Audit clauses are an important tool in IP agreements, intended to allow a licensor to check that the licensee is complying with the terms of the licence agreement and, in particular, paying the correct royalties. The case of 118 Data Resource Ltd v IDS Data Services Ltd [2014] involved an audit clause in a database licence agreement. The judgment reinforces the message that parties should be clear about the specific rights being granted, as the court will not go further than necessary to imply terms which are not set out expressly in the agreement. Similar considerations will apply to the audit clause in any IP licence agreement.

 

Additional Info

  • Case(s) Referenced:

    118 Data Resource Ltd v IDS Data Services Ltd & ors [2014] EWHC 3629 (Ch)