Licenční smlouva

Under Czech law

The licence agreement is unified in § 2358–§ 2389 of the Civil Code (Act No. 89/2012 Sb.) for all intellectual property. The licensor grants the right to use the protected subject matter within agreed limits — exclusive or non-exclusive, territorially and temporally bounded, for defined uses. An exclusive licence must be in writing (§ 2358 odst. 2); exclusivity also means the licensor itself may not use the work unless reserved (§ 2360). Sub-licensing and assignment need consent (§ 2363–§ 2364). For copyright works, § 2371–§ 2389 add author-protective rules — including remuneration participation in defined cases and termination options for non-use of an exclusive licence (§ 2378).

Where a contract is silent, statutory defaults fill gaps — usually against the party who should have drafted better: purpose-limited scope, non-exclusivity, and territorial limits follow from § 2376.

A practical example

An e-commerce company "buys" product photos from a photographer for its website. Two years later it prints them across billboards. The photographer invoices again — correctly: the implied licence covered the web use contemplated at contracting, not outdoor advertising. The billboard campaign now costs a second, larger fee plus the awkwardness.

When you need a lawyer

Negotiating software, content, and franchise licences (scope, exclusivity, audit and termination clauses), converting freelancer relationships into clean IP chains before an investor''s due diligence finds the gaps, and disputes where "we paid for it" meets "not for that use".