Please Choose ONE Question to answer Question 1: An agreement including licensing agreement provides a vehicle for transactions in an economy. The role of a licensing agreement is twofold; it not only records the transaction undertaken by the parties, licensor and licensee but also guides its implementation. In this respect, the agreement is an important tool for success. Those who are given the task to draft such an important document in a technology transfer dealings should have the right philosophy and mindset. Discuss the state of mind the drafter should bring to the task of drafting such a contract. (20 marks) Question 2: There is no reason to believe that there exists a "typical" licensing agreement due to a wide variety of transactions involved in technology transfer. (a) Discuss the rationale of including a two- way secrecy obligation in a technology transfer agreement such as licensing - 10 marks (b) Why is it important to include grant back clause in a licensing agreement. When do you think grant clause is not really important consideration? - 10 marks (Total of 20 Marks)