Patent Licence Rectified For Unilateral Mistake

QR Sciences Ltd 5 BTG International Ltd, decided today yesteryear Mr Justice Park inwards the Chancery Division (noted inwards the subscription-only All England Direct), involves a indicate of structure of a patent licence. BTG acquires together with exploits intellectual holding together with applied scientific discipline rights, peculiarly patents. By an understanding inwards September 2002 it granted to QR, an Australian company, an exclusive licence to a large portfolio of patents spread across many dissimilar countries. By clause 14(4) QR secured the correct to the assignment of the patents inwards for certain situations. In March 2004 BTG told QR it was negotiating to sell or assign the patents to a 3rd party. In an activeness brought yesteryear QR, issues arose every bit to

(i) whether every bit a pure affair of contractual structure of clause 14(4) BTG's negotiations amongst the 3rd political party triggered QR's correct to sue;

(ii) whether clause 14(4) should hold out rectified hence that QR's rights nether it arose inwards circumstances where BTG planned to resultant a commercial assignment of the patents also every bit inwards circumstances where BTG was proposing to abandon the patents;

(iii) whether either of 2 proposals which BTG afterward made to QR inwards March 2004 were sufficient to discharge BTG's contractual obligation together with to satisfy QR;s contractual rights.

QR claimed that if, every bit a affair of construction, the clause provided obliged BTG to offering it a patent solely inwards circumstances where it was proposing to abandon the patent, together with hence that was a mistake, that the subclause was intended to apply at all times during the continuance of the licence together with that the clause should hold out rectified hence every bit to conduct keep that meaning.

Mr Justice Park held that, every bit a affair of construction, BTG's negotiations amongst the 3rd political party did non trigger whatever rights nether the sub-clause. Such rights would conduct keep arisen inwards QR's favour if BTG had planned to abandon the patents, but non arise where BTG was proposing to assign them. However, QR was entitled to an society for rectification on the grounds of unilateral mistake. Finally, the March 2004 proposals were non actually offers inwards a contractual sense: they were expressly made plain of report to contract together with were non capable of beingness accepted hence every bit at i time to practise binding contracts.

is a piffling cagey most rectification beingness ordered for unilateral error together with looks frontwards to reading just what the trial approximate had to say, i time the sum text is available. Merpel has only come upwardly up amongst a theory: interpretation cases inwards patent law, whether it's patent claims or patent licences that are beingness interpreted, are caused yesteryear person non maxim what they mean, or non pregnant what they say. So why don't nosotros all state what nosotros hateful inwards the get place, earlier nosotros larn to courtroom ...?

Other QRs here , here and here