Legal Question in Intellectual Property in Georgia

Rights of a Transferee of Licensor under Escrow

A licensee who obtained a license to use a software product, is in possession of the source code as per an escrow clause in the license agreement. The IPRs over the software have been purchased by an entity before the Licensor became bankrupt, who inturn transferred the same to us. We are ready and have the expertise to provide maintenance support to the licensee. Under the circumstances,

1. Can the licensee access the source code?

2. Can the licensee modify the source code?

3. Can a mere possession of the source code entitle the

licensee to use the source code without a specific

license to use the source code in the clause in the

license agreement?

4. Can a third party be allowed to access the source code

by the licensee for the purpose of providing maintenance?

5. Can the licensee deny the offer of maintenance support

by us solely for the reason that its licensor has become

bankrupt taking advantage of their possession of the

source code?

6. What are the rights of the transferee of the licensor in

such a situation?

Please give your valuable opinion the above.


Asked on 4/09/02, 1:19 am

2 Answers from Attorneys
Satish Maheshwari Vakilbabu

Re: Rights of a Transferee of Licensor under Escrow

Dear Friend,

I am sorry, but as a matter of practise, we do not reply to queries from the persons, who do not give their complete details, nor to the persons not directly affected by the problem under the query. We also do not give any citations to the seekers.

Therefore we request you to send your query only through the query form at the Free legal advice pages of the vakilbabu website at http://www.vakilbabu.com quoting the reference LawGuru.com.

We believe you shall understand.

Warm regards

Satish Maheshwari.

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Answered on 4/09/02, 3:08 pm
Umesh Bhagwat Bhagwat&Co.

Re: Rights of a Transferee of Licensor under Escrow

I would like to see the licence agreement before giving a definite opinion.Prima facie the transferee steps into the shoes of the licensor and gets all his rights under the agreement.

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Answered on 4/10/02, 10:43 pm


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