Technology: Licensee transferability rights are unique under the law

Avoiding M&A surprises

This series addresses the needs the legal community has for technology licensing knowledge by laying out basic concepts, identifying traps for the unwary and offering drafting and negotiating tips Click here to read parts one, two, three, four and five.

Most contract rights are transferable, absent an express anti-transfer prohibition in the agreement (or if the transfer would materially burden the other party). Additionally, in a statutory merger, the contract rights of the parties generally are deemed automatically vested in the surviving entity without the need for an assignment.

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Mark Malven

Mark Malven is the leader of the technology transactions practice at Dykema Gossett PLLC and immediate past chair of the IT Law Section of the...

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