Recommended Contract Clauses and Submission Agreements

Text of Recommended WIPO Contract Clauses and Submission Agreements

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WIPO clauses can be found in a wide variety of contracts involving intellectual property, including patent, know how and software licenses, franchises, trademark coexistence agreements, distribution contracts, joint ventures, research & development contracts, technology-sensitive employment contracts, mergers and acquisitions with important intellectual property aspects, sports marketing agreements, and publishing, music and film contracts. WIPO clauses are found most frequently in licensing agreements entered into by parties from different jurisdictions.

If appropriate, the Center can assist parties in adapting the model clauses to the circumstances of their contractual relationship. The Center can also assist parties in drafting special clauses for commercial situations in which a limited number of companies are frequently involved in disputes with each other that concern overlapping intellectual property rights. Because of the general commercial scope of the WIPO Rules, WIPO clauses are also suitable for inclusion in contracts and use in disputes that do not involve especially intellectual property.

Referral to WIPO dispute resolution procedures is consensual. To facilitate party agreement, the Center provides recommended contract clauses (for the submission of future disputes under a particular contract) and submission agreements (for existing disputes) as follows:

Mediation

  • Mediation
  • Mediation followed, in the absence of a settlement, by [expedited] arbitration
  • Mediation followed, in the absence of a settlement, by expert determination

[Expedited] Arbitration

  • Arbitration
  • Expedited arbitration
  • Mediation followed, in the absence of a settlement, by [expedited] arbitration
  • Expert determination, binding unless followed by [expedited] arbitration

Expert Determination

  • Expert determination
  • Expert determination, binding unless followed by [expedited] arbitration
  • Mediation followed, in the absence of a settlement, by expert determination

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Arbitration and Mediation Center