IP Tech Knowledgy

When a technology license agreement is up for renewal, consider whether the renewal presents an opportunity to modify the terms of the agreement. The evolving technology, or a variety of other factors, could have changed since the relationship was first documented.  

As with most everything at this moment, AI may have a significant impact on operations and relationships, and a revised technology agreement should address them. Address who may own created AI. Detail how AI can and cannot be used in connection with the arrangement. Adjust representations and warranties to consider the perils in including AI.

On more mundane aspects, software and services may now be provided in a different manner than originally intended.  What was once a downloadable product may have migrated to become  software as a service. Access may now be through  an app. All users may now be remote. Data collection and analytics may be more important aspects of the process. The purposes of the software or service could have evolved. New regulations or industry guidelines may have modified how the products or services must be delivered. Various factors could alter the relationship where a simple renewal of the agreement would not be prudent. Also, market conditions may have created new leverage and bargaining positions, which may allow one party to obtain a greater advantage than when the agreement was first negotiated. Sometimes, the relationship has changed so much or the interim amendments have become so cumbersome that an amended and restated agreement or a new agreement is more appropriate than an addendum. 

Ned T. Himmelrich
410-576-4171 • nhimmelrich@gfrlaw.com