By Aderonke Alex-Adedipe and Olawale Atanda
Introduction
In the dynamic landscape of intellectual property (IP) law, licensing plays a pivotal role in enabling businesses to leverage their creations for commercial gain. There are several types of IP licensing such as technology licensing, trademark licensing, copyright licensing, and franchising. This article sheds light on their benefits and the crucial considerations IP owners should be aware of in licensing their IP.
1. Copyright Licensing
Copyright ownership prevents third parties from duplicating or copying, distributing copies, performing, showcasing or otherwise publishing the work of the owner, without the owner’s consent, either for financial gain or otherwise . Conversely, copyright owners (licensors) have the right to grant individuals or entities (licensees) the right to use, reproduce, distribute, and display their copyrighted works. In Nigeria, the right of copyright owners is governed by the Copyright Act which provides a framework for creators to protect their original literary, artistic, and musical works.
Copyright licenses can take various forms, including:
a. Sole License – A sole license gives the licensee the sole and exclusive right to use the copyright. This right does not apply to other third parties, however, the licensor is still able to utilize the copyright for its own purposes.
b. Exclusive License – Exclusive licenses bestow upon the licensee the authority to use the copyright, completely excluding all individuals, including the licensor. The difference between a sole and exclusive license is the right of the licensor to utilize the copyright.
c. Non-Exclusive License – Non-exclusive or standard licenses grant the licensee permission to utilize the copyright without imposing any limitations on the rights of the licensor or any other parties. Essentially, this means that the licensor maintains the prerogative to license the work to third parties and also to utilize the licensed rights concurrently. In addition to the above, it is important for a licensor to specify particular uses of the license due to the expensive scope of a copyright license. For instance, a photographer may license their pictures for artistic transformations or album covers whilst retaining the right to utilize it for magazine features.
2. Trademark Licensing
Trademark licensing is a strategic arrangement where the owner grants permission for others to use their trademark in connection with specific goods or services. In Nigeria, trademarks enjoy protection under the Trademarks Act.
Section 33 of the Trademarks Acts particularly addresses licensing arrangements and outlines the conditions under which a person who is not the original owner of a trademark can be officially recognized as a registered user (or licensee) of that trademark. This recognition can cover all or specific categories of goods for which the trademark is registered, and it may come with certain conditions or restrictions.
Trademark licenses can be categorized into sole, exclusive and non-exclusive licensees (as explained under copyright licensing).
Important Considerations for Trademark Owners
- Quality Control: The trademark owner must maintain quality control over the goods or services offered under the licensed mark to protect the brand’s integrity.
- Scope of Use: The licensing agreement should clearly define the scope of use,
specifying the products or services covered.
3. Franchising
Franchising combines elements of trademark, copyright, patents, industrial designs, and trade secrets licensing. It involves an arrangement where the owner of the IP rights (franchisor) grants another party (franchisee) the right to use the franchisor’s business model, brand, and support in exchange for fees or royalties.
Benefits of IP Licensing:
- Revenue Generation: Licensing offers a revenue stream for licensors, enabling them to monetize their IP.
- Market Expansion: Licensors can expand the reach of their IP through licensees by leveraging established markets and distribution networks.
- Brand Exposure: For licensors seeking more brand exposure, IP licensing can bring visibility and recognition through the introduction of products or services to new audiences.
- Legal Protections: Licensing agreements typically outline the terms of use and provide legal protection for the IP. This ensures that it is used appropriately and according to the owner’s specifications.
- Easier Market Entry for Startups: Startups can leverage established brands or technologies through licensing, allowing them to gain a competitive edge and reduce the barriers to market entry.
Conclusion
Licensing of IP rights is a powerful tool for creators and businesses alike. In Nigeria, understanding the nuances of copyright, trademark, and franchising licensing is crucial for maximizing the potential of these valuable IP. Through IP licensing, stakeholders can forge mutually beneficial partnerships that drive innovation and commercial success.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
