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Committees

Licensing Executives Society

(U.S.A. and Canada), Inc.

LES Committee and

Local Chapter Manual

2005-2006

COMMITTEE, INDUSTRY SECTOR

AND CHAPTER MANUAL

of the

LICENSING EXECUTIVES SOCIETY

(U.S.A. and CANADA), Inc.

Prepared by President-Elect

Dwight Olson

Copyright © 2005, Licensing Executives Society (USA and Canada), Inc.

Contents

Introduction

Industry Sectors TAB 1

General Guidelines Industry Sector Missions Listing of all chairs Sample Annual Committee Plan

Sample Guidelines for Industry Sector Chairs

Professional Interest Committees TAB 2

General Guidelines Professional Interest Committee Missions Listing of all chairs Sample Annual Committee Plan

Local Chapters TAB 3

General Guidelines Listing Of All Chapters and their Leadership Chapter Plan template Best Practices List Local Chapter Sponsorship Policy

Administration, Operations and Trustee Committees TAB 4

Mission and chairs

LES Information TAB 5

Society Bylaws Rules of Conduct for Members 2005 – 2006 Society Plan 2005 – 2006 Board of Trustees

Introduction

Many significant functions of LES depend heavily on volunteers and volunteer leadership. The functional groups of volunteers, in concert with our excellent administrative office, perform many LES tasks important to our members. The large role that is played by volunteers in LES makes the character of our Society a very special one. Industry Sectors are responsible for much of the programming at our Seasonal and Annual Meetings, Professional Interest Committees develop issues significant to our members and prepare appropriate educational programming, and Administration and Operations Committees plan our meetings, our publications, our educational programs and our investments. The Local Chapters are often our introduction to new members and an important way to keep in touch with LES and fellow licensing executives.

We are cognizant that all of our volunteers have a “day job” and that time spent on LES activities needs to be productive and rewarding. Therefore, this guide has been prepared as a resource for the volunteer leadership of the following groups:

LES Industry Sectors

LES Professional Interest Committees

LES Local Chapters

LES Administration and Operations Committees

This information will complement organizational meetings that you will be invited to attend at the Annual Meeting, and serve as a reference guide for all the volunteer leaders of LES throughout the year.

Below is further information for the current and incoming chairs of each group. The information has been organized and streamlined so that you can find the information that applies to your role with little time and effort. If you have questions and suggestions concerning the strategic direction of your Chapter or Committee, please contact your Board Liaison. If you have questions concerning the role of the LES Administrative Office in helping you with your duties, please contact Christine Mercado at mercadoc@les.org or 703-299-8218. If you have suggestions for improvements to the content or organization of this Manual, please forward them to the LES President-Elect.

Good luck, have a great year, and thank you on behalf of Licensing Executives Society (USA and Canada), Inc., for agreeing to chair your committee or chapter. Volunteers are the heart and foundation of LES activities and give the Society its unique character.

Industry Sectors | 1

Industry Sectors

These often are the entry points and focal points of activity for many LES members. The quality and quantity of activity by these Sectors are often determinative of whether people join LES and renew their memberships. As the chair of an Industry Sector, you serve an important role to further the interests and vitality of LES to an important segment of the membership.

Here is a summary of important information for each chair.

Board Liaisons: Each sector has a liaison on the Board. Your Board Liaison should be your first point of contact for information, questions and guidance. The Trustee dedicated to the health and well-being of the Industry Sectors this year is Paul A. Roberts. A list of the complete Board of Trustees and their contact information is located on pages 75 and 76. Further information about the functions of the members of the Board can be found in the Society Plan on pages 65-74.

Mission Statements: The current mission statement for your Sector is set forth on the following pages. If you think it is necessary to revise it, please do so and advise your Board Liaison.

Chair Transition: The transition between the outgoing and incoming chairs occurs at the Annual Meeting, which will be held this year in Phoenix. The Annual Meeting is the last official meeting for the current chairs, and the chairs listed in this Manual officially assume their duties at the conclusion of the Annual Meeting. Consequently, the Annual Meeting is an excellent opportunity for the current chairs to wrap up old business and for the incoming chairs to hold a planning meeting, as over 1000 LES members are expected to the Annual Meeting.

• Industry Sectors have scheduled meetings in Phoenix (Monday at 11:00 am, as well as Tuesday at 7:30 am) please check the schedule to see when your Sector will meet. Current chairs should send out an email reminder to all of the Industry Sector members. Incoming chairs should coordinate with the current chairs, and both current and incoming chairs should attend every meeting of the Industry Section Committee in Phoenix.

• In addition, there are dedicated Sector Mini-Plenary Sessions for each Sector on Wednesday morning. The current chair should have already developed a program for the mini-plenary.

• A similar schedule will occur at the 2006 Annual Meeting in New York. The incoming chair should plan accordingly.

Sector Members: Members are asked to specify an Industry Sector when completing the Membership Form and upon yearly membership renewal. The office then sends each chair the names of members who have specified their Sector. In addition, as chair, you can add members. If you do so, please advise the LES staff so they can keep the list current.

Action Plan: Every sector needs a plan. Please begin your term as chair to develop a plan that includes at least three of the following items:

• Developing content for one seasonal meeting and the annual meeting that will attract members from your sector or committee to the meeting, including a half-day mini-plenary session at the annual meeting. It will be important to coordinate these efforts with the respective meeting chairs.

• Generate an article for les Nouvelles or Viewpoints.

• Include a page on the Society’s web site with basic information about your sector or committee (e.g., chair contact info, mission statement, and your action plan) and other news or information that is relevant to your sector or committee

• Any other ideas that appeal to you and those in your sector. Be creative.

2 | Industry Sectors It is recommended that you identify three goals to accomplish during your year as the chair. Try to accomplish one by the Winter Meeting in February, one by the Spring Meeting in May, and one by the 2006 Annual Meeting in September. A sample committee plan from last year can be found on pages 7-8.

Communications: The key to success is periodic communication. Consider creating a listserv to facilitate e-mail communications. The Office can help you. Consider scheduling a communication a few weeks before and a few weeks after the Annual and Seasonal meetings to inform members of upcoming activities at the meeting, and to follow up on the status of projects assigned earlier.

Sector Meetings: These may be scheduled at any and all Seasonal and Annual Meetings. They are a good opportunity to attract to members, and to maintain activity with existing members.

Reports: Your Board Liaison periodically will request a status report that will be submitted to the Board of Trustees.

Best Practices: An orientation and best practices workshop will be held at the Annual Meeting in Phoenix on Sunday, October 16. All current and incoming committee chairs are invited to discuss best practices.

Industry Sectors | 3

Industry Sectors

Consumer Products

The mission of the Consumer Products Industry Sector is to create a community of licensing professionals in the Consumer Products Industry informed with current issues, educated in the very best practices, and connected to markets for Intellectual Assets and Technology. The goals of the LES Consumer Products Committee are to promote activities including the development of educational programs, plenary session speakers, add-on sessions and workshops at LES sponsored conferences. We also work to recruit additional members to LES from within the Consumer Products Industry and to advance professional development and recognition of licensing professional in the Industry. The LES Consumer Products Committee, through LES conferences, offers networking activities to its members at the summer, winter, and annual meetings.

Board Liaison: Paul A. Roberts

Chair Susan Vaughn Tel: (812) 429-5889 Email: susan.vaughn@bms.com

Mead Johnson Nutritionals Fax: (812) 429-5945

2400 W. Lloyd Expressway

Evansville, IN 47721 USA

Chair-Elect Garry Embleton Tel: (925) 425-4047 Email: garry.embleton@clorox.com

The Clorox Company Fax: (925) 425-4012

7200 Johnson Drive

Pleasanton, CA 94588 USA

Past Chair Lawrence L. Micek Tel: (952) 742-3606 Email: Larry_Micek@cargill.com

Cargill Inc. Fax: (952) 742-4925

2301 Crosby Road

Wayzata, MN 55391 USA

Chemicals, Energy, and Materials

The functions of the Chemicals, Energy and Materials Sector are:

1) Provide a forum for education, discussion and networking for all interested LES members concerning technology transfer and licensing in the energy, chemicals, polymers and associated industries.

2) Through the personal experiences of its members, develop and define problems in technology transfer and licensing in the energy, chemicals, polymers and associated industries.

3) Disseminate the results of the groupʼs work within LES via publications and workshop sessions at LES meetings or in special seminars including one-day seminars using LES and non-LES speakers.

4) Assist and promote the development of an LES International committee.

Board Liaison: Paul A. Roberts

Chair Robert A. Payne Tel: (281) 361-8323 Email: bpayne@licensingadvisors.com

IP Licensing Advisors, LLC

P.O. Box 5273

Kingwood, TX 77325-5273 USA

4 | Industry Sectors Chair-Elect Anthony P. Venturino Tel: (202) 785-0100 Email: venturino@stevensdavis.com

Stevens, Davis, Miller Fax: (202) 785-0200

& Mosher, LLP

1615 L Street, N.W.

Suite 850

Washington, DC 20036 USA

Past Chair Phillip W. Barnett Tel: (312) 543-9094 cell Email: phil.barnett@us.pwc.com

PricewaterhouseCoopers LLP Fax: (312) 298-7272

One North Wacker Drive

Chicago, IL 60606 USA

Financial Markets

The mission of the Financial Markets Committee is:

1) Metrics: To help LES members become more effective in defining and designing value-based metrics for the financial and investment community and to grasp and communicate the relationship between IP value and financial performance.

2) Implementation: The committee will provide a forum for LES members to gain exposure and familiarity to value extraction and capture methodsimportant to corporate financial executives, bankers and investors. Furthermore, the committee will expose LES members to creative vehicles designed to “monetize” intangible assets.

3) Networks: The committee will interact with other professional groups (CFO groups, investment banking and venture capital community, etc.) whose skills are applied to implement value-capture strategies for intangible assets.

4) Disseminate the results of the groupʼs work within LES via publications and workshop sessions at LES meetings or in special seminars including one day seminars using LES and non-LES speakers.

5) Assist and promote the development of an LES International committee.

Board Liaison: Paul A. Roberts

Chair Michael L. Schein Tel: (212) 692-6811 Email: mlschein@mintz.com

Mintz, Levin, Cohn, Ferris, Fax: (212) 983-3115

Glovsky & Popeo, P.C.

666 Third Avenue

New York, NY 10017 USA

Chair-Elect Todd C. Davis Tel: (646) 264-1170 Email: tdavis@paulcap.com

Paul Capital Partners Fax: (646) 264-1101

140 E. 45th St.

44th Floor

New York, NY 10017 USA

Past Chair Lionel Leventhal Tel: (646) 264-1106 Email: lleventhal@paulcap.com

Paul Capital Partners Fax: (646) 264-1101

140 E. 45th Street

New York, NY 10017 USA

Industry Sectors | 5

Health Care

The functions of the Health Care Industries Sector are:

1) Provide a forum for education, discussion and networking for all interested LES members concerning the technology transfer and licensing of health care technology and products.

2) Through the personal experiences of its members, develop and define problems in the technology transfer and licensing of health care technology and products and seek solutions.

3) Disseminate the results of the groupʼs work within LES via publications and workshop sessions at LES meetings or in special seminars.

Board Liaison: Paul A. Roberts

Chair S. George Simon Tel: (801) 883-3277 Email: sgsimon@myriad.com

Myriad Genetics, Inc. Fax: (801) 584-3640

320 Wakara Way

Salt Lake City, UT 84108-1214 USA

Chair Elect Lauren P. Silvernail Tel: (949) 788-5302 Email: lsilvernail@istavision.com

ISTA Pharmaceuticals Fax: (949) 789-7744

15295 Alton Parkway

Irvine, CA 92618 USA

Past Chair Joseph S. Zakrzewski Tel: (908) 542-4410 Email: jzakrzewski@reliantrx.com

Reliant Pharmaceuticals, Inc.

110 Allen Rd

Liberty Corner, NJ 07938 USA

High Technology

The functions of the High Technology Sector are:

1) Provide a forum for education, discussion and networking for all interested LES members concerning the technology transfer and licensing of technology and products in the electronics and communications industries.

2) Through the personal experiences of its members, develop and define problems in the technology transfer and licensing of technology and products in the electronics and communications industries and seek solutions.

3) Disseminate the results of the committee’s work within LES via publications and workshop sessions at LES meetings or in special seminars.

4) To maintain a Standards subcommittee to promote licensing practices that encourage the continued advancement of innovation for the benefit of consumers or other users of those innovations, accelerate commercialization of those innovations through the development of technology and product standards, and enable holders of standards-related IP to receive fair financial and non-financial returns on their IP investments.

6 | Industry Sectors Board Liaison: Paul A. Roberts

Chair Gaby Khouri Tel: (425) 467-2323 Email: gaby@qinprop.com

Quantum Intellectual Property Fax: (425) 467-2351

1756 114th Avenue

Suite 110

Bellevue, WA 98004 USA

Chair-Elect Don B. Jarrell Tel: (512) 266-7126 Email: don@digitalthinkinginc.com

Digital Thinking Inc Fax: (512) 266-3905

3702 Clendenin Court

Austin, TX 78732-2254 USA

Past Chair William R. Walbrun Tel: (414) 382-1314 Email: wrwalbrun@ra.rockwell.com

Rockwell Automation Inc. Fax: (414) 382-3900

1201 South Second Street

Milwaukee, WI 53204 USA

Industry/University and Government Laboratory Transactions

The functions of the Industry/University and Government Transactions Sector are:

1) Provide a forum for education, discussion and networking for all interested LES members concerning technology transfer and licensing between industry and universities or government laboratories.

2) Through the personal experiences of its members, develop and define problems and seek solutions in technology transfer and licensing between industry and universities or government laboratories.

3) Disseminate the results of the groupʼs work within LES via publications and workshop sessions at LES meetings or in special seminars.

4) Monitor and report on law, legislation, regulations and procedures pertaining to the transfer of university federally owned technology.

Board Liaison: Paul A. Roberts

Co-Chair Isabelle M. Gorrillot Tel: (937) 775-2651 Email: isabelle.gorrillot@wright.edu

Wright State University Fax: (937) 775-3781

3640 Col. Glenn Hwy

University Hall, Suite 201

Dayton, OH 45435 USA

Co-Chair Robert R. Gruetzmacher Tel: (302) 695-6785 Email: robert.r.gruetzmacher@usa.dupont.com

DuPont Company, Center for Fax: (302) 695-6794

Collaborative Research & Education

Experimental Station E357/123

Route 141 & Henry Clay Road

Wilmington, DE 19880-0357 USA

Past Chair Julie Tan Tel: (613) 941-8134 Email: julie_tan@hc-sc.gc.ca

Dept. of Health Canada, Tunneyʼs Fax: (613) 952-7422

Main Stats Bldg., AL 0302B

Rm. 2605A

Ottawa, ON K1A 0K9 CANADA

Industry Sectors | 7

Sample Annual Industry Sector Plan

Subject: LES INDUSTRY SECTOR ______________________________ ANNUAL COMMITTEE PLAN FOR 2004-05

To: Paul A. Roberts

LES USA/Canada Trustee

Tel. 703-947-4030, Fax. 704-632-4630

LES Board of Trustees

From: ________________, Past Chair ________________, Current Chair

MISSION STATEMENT

The _________________ committee promotes interaction, collaboration and best practice sharing between licensing and technology transfer professionals and the greater financial community. As the role of capital providers and financial stakeholders is particularly relevant in the development, investment and transfer of technologies, the __________ Committee will promote industry collaboration with the greater LES committees and audience.

BACKGROUND AND COMMITTEE MEMBERSHIP

Originally established in 1997, the ____________ committee was resumed in 2002 through the diligent work of ______________ after a two year leave of absence. During the 2002-2003 meeting years, the committee sponsored several events that culminated at the Securitization add-on and Mini-Plenary sessions at the San Diego national meeting in September 2003. The sessions featured panel members from corporate finance arms, security rating agencies, investment banks, private equity and venture capital firms. Some of the recent topics of discussion included product-specific and whole company securitization, the dynamic nature of value in intellectual assets and the value chain for monetizing intellectual assets.

ACTIVITIES & PLANS FOR CY 2004

The objectives of the committee in 2004 is to

1. increase committee membership levels and general interest in committee events;

2. serve as a dialogue platform between the greater financial community (banking, private equity, CFO groups) and the LES community;

3. plan for a workshop or Mini-Plenary event at both the New York and Boston meetings;

4. host committee networking events at both the New York and Boston meetings.

8 | Industry Sectors LEADERSHIP

The _______________ Committee was reconstituted through the work of the Past Chair, _______________, in 2002 - 2003. The current Chair and Chair-Elect, _________ and _________, respectively, will form the core leadership team of the Committee for 2003 - 2004.

GOALS

As the Committee has been recently revived, we have established a set of goals and milestones to support the aforementioned activities and plans for CY2004.

1. Provide at least one Mini-Plenary/workshop at the New York (seasonal) and Boston (national) meeting

New York Meeting Topics (to be finalized during next 2-3 weeks). Choices being considered: (i) IP as currency in M&A deals, (ii) IP in finance and banking, (iii) Special purpose entities, (iv) Valuation best practices, (v) What potential financing sources look for in a funding opportunity, (vi) Current state and trends in private funding for high tech and life science companies. At the national meeting in San Diego, a list of potential speakers and suggested topics was assembled and several people have already volunteered to join the committee. Also, for the NYC LES meeting, a novel forum for networking will be introduced as an hour-long workshop.

Boston Add-on topic: One-day “mini MBA” for licensing executives (tool kit for business development executives including: valuation, deal structuring, negotiation, due diligence, third party resources)

2. Update the Committee Web Page

We will designate a focal point to update the committee web page and provide useful information and links of benefit to Committee members.

3. Create a list of e-mail addresses of committee members

The Committee will develop a list of e-mail addresses of Committee members and those with an interest in our Committee to facilitate distribution of information and meeting notices.

INCREASE CORE GROUP OF COMMITTEE MEMBERS

To provide leadership continuity and succession planning/grooming for the _____________ Committee.

Industry Sectors | 9

DESIGN NEW YORK AND BOSTON CONTENT TO ATTRACT CRO MEMBERSHIP

This is consistent with an overall goal of broadening L.E.S. membership to include more deal making decision makers.

Submitted by:

_________________ (Current Chair)

Manager, Intellectual Property

Tel: _______________

Fax: _______________

E-mail: _____________________

__________________, (Chair Elect)

Manager, Business Development

Tel: _______________

Fax: _______________

E-mail: _____________________

10 | Industry Sectors SAMPLE GUIDELINES FOR INDUSTRY SECTOR CHAIRS

The position of LES Committee Chair is not a custodial position but a developmental one. The organization depends upon the input of energy and creativity by Committee Chairs to keep it alive, meaningful and valuable to its members. Only by the commitment of each Committee Chair to meaningfully contribute to the society, its members and its activities will LES prosper and progress. These Committee Chair positions are certainly volunteers, and work and personal obligations are understood. Anyone who cannot make some commitment to certain activities identified by the organization is probably too busy to be a Committee Chair. In order to continue the pattern of organizational development within the ___________________ and its Committees, the following expectations for the efforts of prospective ________Committee Chairs are endorsed by the _________ Chair and established effective with the 2005-2006 term.

Each _________ Committee Chair will, by the annual Meeting commencing his/her term:

• Identify, and obtain commitment from, a Chair-Elect for the new Chairʼs term

• Prepare the following documents for distribution and posting on the _________ section of the LES website:

o mission/objective statements

o annual plan

o member communication plan

Furthermore, during the course of his/her term, the _________ Committee Chair will:

• Faithfully carry out his/her annual plan and committee communication plan

• Attend the Annual and at least one seasonal meeting

• Plan and arrange committee meetings at all conference meetings

• Participate in monthly _________ Chairs conference calls

• Personally organize, or get a proxy to organize, at least one workshop or other program session for the Annual meeting and one for either of the seasonal meetings

• Personally invite some colleagues to consider joining LES and attending LES conference and Chapter meetings

• Work and communicate with the Chair-Elect and mentor her/him and the workings of LES and _________

The Chair-Elect, during the course of his/her term will:

• Personally communicate with Committee members regarding requests for programming proposals from _________ and Meeting-Program committee chairs to promote, encourage or cajole active participation

• Personally organize, or get a proxy to organize, at least one workshop or other program session for one of the yearʼs conference meetings

• Work and communicate closely with the Committee Chair and all matters of the Committeeʼs Annual Plan and develop an Annual Plan for her/his succeeding term that reflects continued growth and improvement

• Communicate with fellow Chairs Elect of other _________ Committees and the _________ Chair-Elect to prepare for sector-wide activities and plans for their succeeding term

• Be prepared for transition into the Chair role by the Annual Meeting as described above

Industry Sectors | 11

The Past Chair, during the course of his/her term will:

• Respond to questions, mentor and generally assist the Chair and Chair-Elect in the workings of LES and _______

• Assist the Chair and Chair-Elect in contacts and communication with _________ leadership, LES officers, LES staff and LES Trustees

Additional activities:

While these guidelines are intended to convey expectations for each stage of the Chairʼs tenure for all _________ Committees, you are certainly not limited to these activities. The _________ leadership encourages and would support additional activities that may be of interest to you. For example:

• Generate an article for les Nouvelles or Viewpoints

• Post news or other information that is relevant to your Committee on the _________ web site

• Participate or coordinate with other LES groups for seminars or meetings, such as LESI or LES Local Chapters

• Any other ideas that appeal to you. Be creative

If you have any questions about these guidelines, please do not hesitate to contact any of the _________ leadership.

1|

Professional Interest Committees

1Professional

Interest Committees

These committees are frequently the focal points of activity for many LES members. The quality and quantity of activity by these committees are often determinative of whether people join LES and renew their memberships. As the chair of a Professional Interest Committee, you serve an important role to further the interests and vitality of LES to an important segment of the membership.

Here is a summary of important information for each chair.

Board Liaisons: Each sector and committee has a liaison on the Board. Your Board Liaison should be your first point of contact for information, questions and guidance. The trustee dedicated to the health and well-being of the Professional Interest Committees this year is Gerald J. Siuta. A list of the complete Board of Trustees and their contact information is located on pages 75 and 76. Further information about the functions of the members of the Board can be found in the Society Plan on pages 65-74.

Mission Statements: The current mission statement for your Committee is set forth on pages 14-18. If you think it is necessary to revise it, please do so and advise your Board Liaison.

Chair transition: The transition between the outgoing and incoming chairs occurs at the Annual Meeting, which will be held this year in Phoenix. The Annual Meeting is the last official meeting for the current chairs, and the chairs listed in this Manual officially assume their duties at the conclusion of the Annual Meeting. Consequently, the Annual Meeting is an excellent opportunity for the current chairs to wrap up old business and for the incoming chairs to hold a planning meeting, as over 1000 LES members are expected to the Annual Meeting.

• It is strongly recommended that all incoming chairs should determine if anyone has scheduled a meeting for your committee at the Annual Meeting. If so, coordinate your plans with that meeting committee. If no meeting is scheduled, you should call one. If you need a meeting room, please contact Eleanor de Leon, edeleon@les.org, or call the LES Office at 703-836-3106.

Committee Members: Letters are sent periodically to all members of the Society inviting them to join up to three committees. This letter includes the names of the Professional Interest Committees, their chairpersons and a response form. The memberʼs form is to be returned to the LES office. The office then sends each chair the names of members who have volunteered for their Committee. In addition, as chair, you can add members. If you do so, please advise the LES staff so they can keep the list current.

Action Plan: Every Committee needs a plan. Please begin your term as chair to develop a plan that includes at least three of the following items:

• Developing content for one seasonal meeting and the annual meeting that will attract members from your Committee to the meeting. It will be important to coordinate these efforts with the respective meeting chairs.

• Generate an article for les Nouvelles or Viewpoints.

• Include a page on the Societyʼs web site with basic information about your sector or committee (e.g., chair contact info, mission statement, and your action plan) and other news or information that is relevant to your sector or committee

• Any other ideas that appeal to you and those in your Committee. Be creative.

It is recommended that you identify three goals to accomplish during your year as the chair. Try to accomplish one by the Winter meeting in February, one by the Spring Meeting in May, and one by the 2006 Annual Meeting in September. A sample committee plan can be found on page 19.

Professional Interest Committees | 13

Communications: Most committees fail not for lack of a good plan, but for failure to execute it. The key to success is periodic communication. Consider creating a listserv to facilitate e-mail communications. The Office can help you. Consider scheduling a communication a few weeks before and a few weeks after the Annual and Seasonal meetings to inform members of upcoming activities at the meeting, and to follow up on the status of projects assigned earlier.

Committee Meetings: These may be scheduled at any and all Seasonal and Annual Meetings. They are a good opportunity to attract to members, and to maintain activity with existing members.

Reports: Your Board Liaison periodically will request a status report that will be submitted to the Board of Trustees.

Best Practices: An orientation and best practices workshop will be held at the Annual Meeting in Phoenix on Sunday, October 16. All current and incoming committee chairs are invited to discuss best practices.

14 | Professional Interest Committees Professional Interest Committees

Consultants

Promotes the highest ethical and performance standards and provides education in technology licensing

Board Liaison: Gerald J. Siuta

Chair Norman Jacobs Tel: (781) 862-2531 E-mail: njacobs@njlex.com Lexington Venture Associates Fax: (781) 863-1138 141 Worthen Road Lexington, MA 02421-7019 USA

Past Chair Robert Goldscheider Tel: (561) 498-3533 E-mail: ilnnyc@aol.com The International Licensing Network Fax (561) 496-3492 16490 Maddalena Place Delray Beach, FL 33446 USA

Intellectual Asset Reporting Standards

To provide both IARS committee members and the general membership of LES with up to date developments in the area of intellectual asset reporting standards and related topics, and to further provide LES with the opportunity to take a leading position in the development of this field.

Board Liaison: Gerald J. Siuta

Chair Russell J. Barron Tel: (414) 297-5783 Email: rbarron@foleylaw.com Foley & Lardner Fax: (414) 297-4900 777 East Wisconsin Avenue Milwaukee, WI 53202-5367 USA

Past Chair Matthew C. McNeill Tel: (414) 362-0610 Email: mmcneill@ritehite.com Rite-Hite Holding Corp. Fax: (414) 355-6578 8900 N. Arbon Drive Milwaukee, WI 53217 USA

International

The International Committee provides a forum for education, discussion, and networking for all interested LES members concerning technology transfer and licensing into and within various countries. Furthermore, the International Committee shall: (a) Establish and maintain relations with professional societies in various countries whose members are interested in technology transfer, licensing and commercialization of intellectual property; (b) Study the various countries law and practice as it relates to technology transfer, licensing and commercialization and report on issues of interest to LES membership; (c) Provide information on opportunities for technology transfer, licensing and commercialization of intellectual property in the U.S. to any interested party in the various countries and vice-versa, if called upon to do so; and (d) organize and sponsor meeting content for annual meetings as appropriate. In addition, the International Committee leadership will serve as liaisons to LESI, including participation in the LESI Pan-American Committee.

Board Liaison: Gerald J. Siuta

Chair John C. Paul Tel: (202) 408-4109 Email: john.paul@finnegan.com Finnegan, Henderson, Farabow, Fax: (202) 408-4400 Garrett & Dunner, L.L.P. 901 New York Ave., N.W. Suite 700 Washington, DC 20001-4413 USA

Professional Interest Committees | 15

Chair-Elect D. Brian Kacedon Tel: (202) 408-4000 Email: brian.kacedon@finnegan.com

Finnegan, Henderson, Farabow, Fax: (202) 408-4400

Garrett & Dunner, L.L.P.

901 New York Ave., N.W. Suite 700 Washington, DC 20001-4413 USA

Past Chair Greg P. Roggin Tel: (202) 349-4085 Email: groggin@dewittroggin.com DeWitt Roggin, PLLC Fax: (202) 349-4086 1455 Pennsylvania Ave, NW Suite 100 Washington, DC 20004 USA

Licensing Office and Structure Management

The functions of the Licensing Office Structure and Management Committee are to promote discussion among and education of LES members regarding the structure, operation and management of a licensing organization within a corporation, university, institution, or governmental entity, addressing such considerations as: whether to have a separate licensing organization; the scope of the activities of the licensing organization; the role of the licensing organization in the company or institution; conflicts with other parts of the company or institution and their solutions; understanding differences in the licensing organization among various industries and institutions and exchanging experiences; whether the licensing organization should be a profit center; systems, software and procedures used for the operation and manage licensing opportunities and license agreements, including license and royalty audits; compensation of licensing professionals; and benchmarking the organizations and practices of leading companies and institutions.

Board Liaison: Gerald J. Siuta

Co-Chair Sandeep Agarwal Tel: (304) 230-3969 Email: sagarwal@wvhtf.org

West Virginia High Fax: (304) 230-3989

Tech Foundation

2001 Main Street

Suite 400

Wheeling, WV 26003 USA

Co-Chair Richard A. Baker, Jr. Tel: (978) 257-4101 Email: Richard_Baker@3com.com

3Com Corporation Fax: (508) 323-1111

350 Campus Drive

Marlborough, MA 01752 USA

Past Chair Mr. Kevin A. McMahon Tel: (505) 844-5184 Email:kamcmah@sandia.gov Sandia National Laboratories Fax: (505) 844-8011 P.O. Box 5800 - MS 0114

Albuquerque, NM 87185-0114

Small Business

The functions of the Small Business Committee are:

1) Promote the licensing interests of small businesses

2) a) Provide a focal point for LESʼ education, discussion and networking activities related to licensing to and from small businesses.

b) Work with the Publications Committee regarding criteria, solicitations, publication and distribution of the Licensing Consultants & Brokers Directory.

3) Serves those who wish to license to and from small businesses and the small businesses themselves.

16 | Professional Interest Committees Board Liaison: Gerald J. Siuta

Co-Chair Marcia L. Rorke Tel: (520) 733-5900 Email: mrorke@mohawkresearch.com Mohawk Research Corporation Fax: (520) 733-5980 620 N. Arizona Estates Loop Tucson, AZ 85748 USA

Co-Chair Ronald Steuterman Tel: (765) 494-4437 Email: steuterm@purdue.edu

Purdue University Fax: (765) 496-3655

Krannert School of Management

1201 West State Street

West Lafayette, IN 47907-2057 USA

State and Federal Regulations/Contracts

The functions of the State and Federal Regulations/Contracts Committee are:

1) Monitor and report on proposed state and federal laws affecting licensing transactions.

2) Provide a preliminary report to the Board of Trustees to assist in reaching an LES position on such proposal, and prepare documents that may be studied by licensing practitioners.

Board Liaison: Gerald J. Siuta

Co-Chair Raymond T. Nimmer Tel: (713) 743-2152 Email: rnimmers@uh.edu University of Houston Fax: (713) 743-0597 Law Center 4800 Calhoun, Room 214 BLB Houston, TX 77204-6370 USA

Co-Chair Holly K. Towle Tel: (206) 623-7580 Email: hollyt@prestongates.com Preston Gates & Ellis LLP Fax: (206) 623-7022 925 Fourth Avenue Suite 2900 Seattle, WA 98104 USA

Strategic Alliances

The functions of the Strategic Alliances Committee are:

1) Study interrelations between licensing and alliances, joint ventures, mergers, acquisitions and divestitures, and their impact on technology transfer practices.

2) Provide an education forum for LES members.

3) Provide speakers for workshops, chapters, seminars and plenary sessions.

Board Liaison: Gerald J. Siuta

Chair N. Peter Kostopulos Tel: (202) 625-0072 Email: npklaw@aol.com

The BioAlliance Practice Fax: (202) 625-0073

Suite 100

4500 Dexter Street, NW

Washington, DC 20007 USA

Professional Interest Committees | 17

Past Chair Robert P. Moran Tel: (215) 542-2727 Email: Bob_Moran@plexusventures.com Plexus Ventures LLC Fax: (215) 542-2288 1701 Waterford Way Maple Glen, PA 19002

Trademark Licensing

The Trademark Licensing Committee monitors and organizes workshops on topics relating to trademark and character licensing.

Board Liaison: Gerald J. Siuta

Chair Mac Leckrone Tel: (408) 446-4544 Email: ma@tplgroup.net

Alliacense Fax: (408) 446-5444

21730 Stevens Creek Blvd

Suite 201A

Cupertino, CA 95014 USA

Past Chair Stephen J. Baggott Tel: (513) 983-5511 Email: baggott.sj@pg.com Procter & Gamble Company Fax: (513) 983-0914 1 Procter & Gamble Plaza C5 Box 1A Cincinnati, OH 45202 USA

Trade Secrets Licensing

The functions of the Trade Secrets Licensing Committee are:

1) Provide a forum for education, discussion and networking for all interested LES members concerning technology transfer and licensing of trade secrets and other confidential information.

2) Through the personal experiences of its members, develop and define problems in technology transfer and licensing of trade secrets and other confidential information and seek solutions.

3) Disseminate the results of the committeeʼs work within LES via publications and workshop sessions at LES meetings or in special seminars.

Board Liaison: Gerald J. Siuta

Chair R. Mark Halligan Tel: (312) 526-1559 Email: remhalligan@welshkatz.com Welsh & Katz, Ltd. Fax: (312) 655-1501 120 South Riverside Plaza 22nd Floor Chicago, IL 60606 USA

Valuation and Taxation

The functions of the Valuation and Taxation Committee are:

1) Provide a forum for education, discussion and networking for all interested LES members concerning the valuation and tax issues pertaining to the development, technology transfer and licensing of intellectual property.

2) Through the personal experiences of its members, develop and define problems in the evaluation and taxation pertaining to the development, technology transfer and licensing of intellectual property and seek solutions.

18 | Professional Interest Committees 3) Disseminate the results of the committeeʼs work within LES via publications and workshop sessions at LES meetings or in special seminars.

Board Liaison: Gerald J. Siuta

Past Chair Kathleen M. Kedrowski Tel: (312) 267-8279 Email: kkedrowski@lecg.com

LECG, LLC Fax: (312) 267-8220

33 West Monroe St.

Suite 2300

Chicago, IL 60603 USA

Past Chair John C. Jarosz Tel: (202) 530-3980 Email:jjarosz@analysisgroup.com Analysis Group Fax: (202) 530-0436 1899 Pennsylvania Avenue, NW Suite 200 Washington, DC 20006 USA

Women in Licensing

The Women in Licensing Committee will promote:

1) Mentoring by experienced women as to licensing experiences and career paths.

2) Networking with other women about licensing opportunities, job opportunities and the best companies to work for.

3) Providing education by identifying and recruiting female speakers on topics of interest to all licensing professionals.

4) Sharing company best practices in finding and recruiting qualified female employees, and discussing how to obtain management commitment to hire, train and promote women in licensing, technology and management positions.

Board Liaison: Gerald J. Siuta

Chair Mona Sabet Tel: (408) 944-7620 Email: msabet@cadence.com

Cadence Design Systems Inc. Fax: (408) 944-0215

2655 Seely Avenue, Bldg. 5

San Jose, CA 95134 USA

Co-Chair Wendy Lim Tel: (408) 765-4955 Email: wendy.lim@intel.com

Intel Corporation Fax: (408) 765-5161

2200 Mission College Boulevard

Santa Clara, CA 95051 USA

Professional Interest Committees | 19

Sample Annual Committee Plan

I. _____________________ Committee

Mission

• Provide a forum for education, discussion and networking for all interested LES members concerning the valuation and tax issues pertaining to the development, technology transfer and licensing of intellectual property.

• Through the personal experiences of its members, develop and define problems in the evaluation and taxation pertaining to the development, technology transfer and licensing of intellectual propertu and seek solutions.

• Disseminate the results of the committeeʼs work within LES via publications and workshop sessions and LES meetings or in special seminars.

Seasonal Meetings

• Pasadena

• Meeting program already established.

• Philadelphia

• Would like to support 1-2 workshops.

• Would like input to plenary panel/speaker.

Annual Meeting (New York)

• Would like to support 4-6 workshops.

• Would like to support 1 plenary panel/speaker.

les Nouvelles

• Would like to solicit 1-3 papers from committee members.

Committee Web Page

• Upgrade existing web page.

• Add bibliography of useful/frequently cited valuation treatises and articles.

• Possible categories:

• Basic Valuation Treatises

• IP Valuation Treatises

• IP Valuation Articles

• IP Taxation Treatises

• IP Taxation Articles

20 | Professional Interest Committees

2Membership

• Contact listed members and reconfirm membership and interest.

• Solicit new members.

• Solicit Co-Chair (Taxation)

• Current Leadership

Chair: ________________

Chair-Elect ________________Past Chair: ________________Board Laison: Gerald J. Siuta

Local Chapters | 21

Local Chapters

There are more than forty local chapters of LES (USA and Canada). Chapters are located in geographical areas where there are sufficient concentrations of LES members. The local chapters, under the direction of the chapter chair(s), hold periodic meetings at which LES members and outside speakers make presentations on topics relevant to technology transfer and licensing. If a formal presentation is not planned, a chapter meeting can be called to informally exchange ideas and to discuss hot topics.

Many attendees of local chapter meetings are LES members who, for one reason or another, do not regularly attend the seasonal or annual LES meetings. Consequently, local chapters often are the entry points and focal points of activity for many LES members. The quality and quantity of activity by a local chapter may be determinative of whether people join LES and renew their memberships. As the chair of a local chapter, you serve an important role to further the interests and vitality of LES to an important segment of the membership.

Here is a summary of important information for each local chapter chair.

Board Liaison: Each local chapter is assigned to a trustee on the Board, and these trustees report to the Vice President of Local Chapters. These Board members should be your first point of contact for information, questions and guidance. A list of all local chapters, and their respective Board Liaisons, can be found immediately below. A list of the complete Board of Trustees and their contact information is located on pages 75 and 76. Further information about the functions of the members of the Board can be found in the Society Plan on pages 65-74.

Chair transition: The transition between the outgoing and incoming chairs occurs at the Annual Meeting, which will be held this year in Phoenix. The Annual Meeting is the last official meeting for the current chairs, and the chairs listed in this Manual officially assume their duties at the conclusion of the Annual Meeting. Consequently, the Annual Meeting is an excellent opportunity for the current chairs to wrap up hold business and for the incoming chairs to hold a planning meeting, as over 1000 LES members are expected to attend the Annual Meeting.

Local Chapter Members: The LES Office will send each chair the names of LES members within their geographic region. In addition, as chair, you can add members to your chapter. If you do so, please advise the LES staff so they can keep the list current.

Best Practices: A best practices workshop will be held at the Annual Meeting in Phoenix. All current and incoming chapter chairs are invited to discuss best practices. A list of the best practices developed at the 2001 Annual Meeting, and updated recently can be found at pages 37-38 below.

Action Plan: Every chapter needs a plan. A Chapter Plan template is provided on pages 35-36. Please begin your term as chair to develop a plan that includes at least three local chapter meetings. Larger, more active chapters should strive for more meetings. Regular, periodic meetings are the lifeblood of local chapters.

Communications: E-mail has greatly facilitated communications for local chapters. Consider creating a listserv to facilitate e-mail communications. The Office can help create your listserv.

Local Chapter Sponsorship Policy: Following input received from LES Members on how to approach sponsorship at the local level, the Board of Trustees, on February 13, 2003, adopted of the “Local Chapter Sponsorship Policy”, a copy of which can be found on pages 39-41. The Local Chapter Sponsorship Policy is intended to allow the Local Chapters some flexibility in managing and organizing local events, while at the same time maintaining certain consistency between the Local Chapters and the views of LES as an organization. Realizing that there is always room for improvement, LES welcomes your observations and comments this Local Chapter Sponsorship Policy. Comments may be sent to the LES Office directly.

Budgets and Meeting Fees: Most chapters charge a modest registration fee for their meetings. Work with your Board Liaison or the Office to determine the most efficient way for you to process meeting fees and expenses. Chapters are urged to be revenue neutral, so as not to require resources from the LES Office. A budget, if needed, must be submitted to the Treasurer through your Board Liaison and should cover estimated and reimbursable committee expenses, with justification. A copy should also be sent to the LES Office. A yearly accounting of Chapter finances must be sent to the Treasurer and LES Office.

Reports: Your Board Liaison periodically will request a status report that will be submitted to the Board of Trustees.

2|

Local Chapters Local Chapters and Board Liaison

U.S.A. - East

Albany Chapter Board Liaison: Linda A. Webb

Co-Chair Charles F. Rancourt Tel: (518) 276-6023 Email: rancoc@rpi.edu

Rensselaer Polytechnic Institute Fax: (518) 276-6380

110 8th

Office of Technology

Troy, NY 12180 USA

Co-Chair Jeff Rothenberg Tel: (518) 452-5600 Email: jr@hrfmlaw.comHeslin, Rothenberg, Farley Fax: (518) 452-5579

& Mesiti5 Columbia CircleAlbany, NY 12203-5156 USA

Atlanta Chapter Board Liaison: Linda A. Webb

Co-Chair Barry A. Brager Tel: (404) 523-5990 Email: bbrager@perceptionpartners.com

Perception Partners Fax: (770) 818-5521

768 Marietta Street NW

Suite 102

Atlanta, GA 30318 USA

Co-Chair John A. Hudson Tel: (404) 253-7906 Email: jhudson@ipassetcorp.com Intellectual Property Asset Fax: (404) 874-0047 Corporation

1180 W. Peachtree St., NE Suite 2400 Atlanta, GA 30309 USA

Past Chair Carol T. Beckham Tel: (404) 249-2806 Email: carol.beckham@bellsouth.com BellSouth Intellectual Property Fax: (404) 249-2822 Management Corporation 1155 Peachtree Street Suite 500 Atlanta, GA 30309-7629 USA

Austin Chapter Board Liaison: Linda A. Webb

Chair Charlene A. Brownlee Tel: (512) 536-5233 Email: cbrownlee@fulbright.com

Fulbright & Jaworski Fax: (512) 536-4598

600 Congress Avenue

Suite 2400

Austin, TX 78701 USA

USA - East

Local Chapters | 23

Boston Chapter Board Liaison: Linda A. Webb

Co-Chair Carolyn S. Bektas Tel: (617) 526-6426 Email: carolyn.bektas@wilmerhale.com

Wilmer, Cutler, Pickering, Fax: (617) 526-5000

Hale & Door

60 State Street

Boston, MA 02109 USA

Co-Chair Kerry A. Flynn Tel: (617) 503-0377 Email: kerry.flynn@tktx.com Transkaryotic Therapies, Inc. Fax: (617) 349-0282 700 Main Street Cambridge, MA 02139 USA

Cincinnati Chapter Board Liaison: Linda A. Webb

Co-Chair Joseph D. Fondacaro Tel: (513) 636-7695 Email: jdfonda@cchmc.org Cincinnati Childrenʼs Research Fax: (513) 636-8453 3333 Burnet Avenue MLC 7032 Cincinnati, OH 45229-3039 USA

Co-Chair Richard J. Kordal Tel: (513) 556-4724 Email: kordalrj@ucmail.uc.edu University of Cincinnati Fax: (513) 558-2296 Mail Location 0829 Cincinnati, OH 45267-0829 USA

Cleveland Chapter Board Liaison: Linda A. Webb

Co-Chair Stephen P. Weeks Tel: (216) 881-8521 Email: spweeks@firstprincipals.com First Principals Inc. Fax: (216) 881-8522 1768 East 25th Street Cleveland, OH 44114 USA

Co-Chair Gregory B. Wilson Tel: (330) 672-0704 Email: greg.wilson@kent.edu Kent State University Fax: (330) 672-2658 P.O. Box 5190 Kent, OH 44242 USA

Past Chair Brian K. OʼRiordan Tel: (440) 526-9613 Email: bkor1@aol.com The Springbourne Consultancy Fax: (440) 526-9046 9800 Reserve Run Brecksville, OH 44141 USA

Dallas Chapter Board Liaison: Linda A. Webb

Chair Matthew R. Morris Tel: (972) 831-7906 Email: mmorris@valueinc.com

VALUE Incorporated Fax: (972) 831-7901

5221 N. OʼConnor Blvd

Suite 830

Irving, TX 75039 USA

Chair-Elect Jason W. Owsley Tel: (972) 917-5441 Email: jowsley@ti.com

Texas Instruments Incorporated Fax: (972) 917-5246

7839 Churchill Way, MS 3999

Dallas, TX 75251 USA

24 | Local Chapters Past Chair Rodney A. Cooper Tel: (972) 831-1188 Email: rcooper@cooperiplaw.com

The Cooper Law Firm Fax: (913) 692-5445

545 E. John Carpenter Freeway

Suite 1460

Irving, TX 75062 USA

Fairfield-Westchester Counties Chapter Board Liaison: Linda A. Webb

Chair Paula Jellinghaus Tel: (203) 663-8066 Email: pjellinghaus@intellectualassetsinc.com Intellectual Assets, Inc. Post Office Box 4065 Greenwich, CT 06831-0401 USA

Florida Chapter Board Liaison: Linda A. Webb

Chair Jeanie L. McGuire Tel: (561) 297-0202 Email: jmcqguire@fau.edu Florida Atlantic University Fax: (561) 297-2141 860 SW. 20 St. Boca Raton, FL 33486 USA

Franklin Pierce Law Center-Student Chapter Board Liaison: Linda A. Webb

Chair Stephen D. Daugherty, II Tel: (256) 603-1619 Email: sdaugherty@piercelaw.edu

Franklin Pierce Law Center

30 Cherry Street

Apt 308

Concord, NH 03301 USA

Past Bryan J. Sommese Tel: (714) 925-5064 Email: bsommese@piercelaw.edu

Co-Chair Lerner David Littenberg Krumholtz &

Mentlik, LLP

86 Centre Street

Concord, NH 03301-4141 USA

Past Adam N. Ullman Tel: (603) 731-8360 Email: aullman@piercelaw.edu

Co-Chair Franklin Pierce Law Center Fax: (240) 597-8689

12 White Street

Concord, NH 03301 USA

Houston Chapter Board Liaison: Linda A. Webb

Chair David Leathers Tel: (713) 332-0610 Email: dleathers@crai.com

CRA International Fax: (713) 332-0660

1600 Smith Street

Suite 4900

Houston, TX 77002 USA

Past Chair Keith Lutsch Tel: (832) 446-2405 Email: klutsch@counselip.com Wong, Cabello, Lutsch, Fax: (832) 446-2424 Rutherford & Brucculeri, L.L.P. 20333 SH 249 Suite 600 Houston, Texas 77070 USA

Local Chapters | 25

Indiana Chapter Board Liaison: Linda A. Webb

Chair Michael J. Villalobos Tel: (765) 494-5785 Email: mjvillalobos@purdueresearchfoundation.org Purdue Research Foundation Fax: (765) 496-1277 3000 Kent Avenue West Lafayette, IN 47906 USA Chair-Elect Dale A. Christ Tel: (317) 818-9424 Email: DaleChrist@streamingtechnologies.net

Streaming Technologies Fax: (317) 818-9434

5790 Annandale Drive

Carmel, IN 46033 USA

Maryland Chapter Board Liaison: Linda A. Webb

Co-Chair Catherine E. Vorwald Tel: (301) 317-9300 ext 101 Email: cvorwald@c-perl.com

Chesapeake PERL Fax: (301) 317-9342

8510A Corridor Road

Savage, MD 20763 USA

Co-Chair Henry N. Wixon Tel: (410) 986-2894 Email: henry.wixon@wilmerhale.com

Wilmer Cutler Pickering Fax: (410) 986-2828

Hale and Dorr LLP

100 Light St.

Baltimore, MD 21202 USA

New Jersey Chapter Board Liaison: Linda A. Webb

Co-Chair Mary Hildebrand Tel: (973) 994-7848 E-mail: mhildebrand@goodwinprocter.com

Goodwin Procter LLP Fax: (973) 992-4643 Seven Becker Farm Road

Roseland, NJ 07068 USA

Co-Chair Linda A. Webb Tel: (973) 292-5001 Email: lindawebb@definedhealth.com Defined Health Fax: (973) 292-5002 163 Madison Ave., Suite 200 Millburn, NJ 07960 USA

New York Chapter Board Liaison: Linda A. Webb

Co-Chair Sandra Holtzman Tel: (212) 414-0780 Email: sholtzman@holtzmancom.com

Holtzman Communications, LLC Fax: (212) 414-0781

One Union Square

New York, NY 10003 USA

Co-Chair Richard Raysman Tel: (212) 895-2360 Email: rraysman@brownraysman.com

Brown Raysman & Fax: (212) 895-2900

Millstein Felder & Steiner LLP

900 3rd Avenue

23rd Floor

New York, NY 10022 USA

26 | Local Chapters Oklahoma Chapter Board Liaison: Linda A. Webb

Chair Douglas J. Sorocco Tel: (405) 607-8600 Email: doug_sorocco@okpatents.com Dunlap, Codding & Rogers, P.C. Fax: (405) 607-8686 1601 N.W. Express Way, Suite 1000 Oklahoma City, OK 73118 USA

Philadelphia Chapter Board Liaison: Linda A. Webb

Co-Chair Steven Laird Tel: (267) 257-2262 Email: steven.laird@quidsltd.com 2234 Kater Street Fax: (215) 359-1560

Philadelphia, PA 19146 USA

Co-Chair Joshua R. Slavitt Tel: (215) 923-4466 Email: jslavitt@synnlech.com

Synnestvedt & Lechner, LLP Fax: (215) 923-2189

2600 Aramark Tower

1101 Market Street

Philadelphia, PA 19107 USA

Past Linda Johnson Tel: (908) 298-4311 Email: linda.johnson15@spcorp.com

Co-Chair Schering-Plough Corporation Fax: (908) 298-7366

2000 Galloping Hill Road

Bldg K1-3

Kenilworth, NJ 07033 USA

Research Triangle Park Chapter Board Liaison: Linda A. Webb

Co-Chair Daniel S. Porper Tel: (919) 781-4000 Email: dporper@wyrick.com Wyrick, Robbins Yates Fax: (919) 781-4865 & Ponton LLP

4101 Lake Boone Trail Suite 300 Raleigh, NC 27607 USA

Co-Chair Caroline Rockafellow Tel: (919) 544-5444 Email: crockafellow@d2vlaw.com Daniels Daniels & Verdonik, P.A. Fax: (919) 544-5950 1822 NC Highway 54 East Suite 200 Generation Plaza Durham, NC 27709 USA

Chair-Elect Christopher S. Meldrum Tel: (919) 806-4395 Email: cmeldrum@goldenpineventures.com

Golden Pine Ventures, LLC

2530 Meridian Parkway, Suite 200

Durham, NC 27713 USA

Past Theodosios Thomas Tel: (919) 233-1942 ext 203 Email: ted.thomas@ipac-co.com

Co-Chair IPAC, LLC Fax: (919) 233-9907

111 Corning Road

Suite 220

Cary, NC 27511 USA

Local Chapters | 27

Rochester (NY) Chapter Board Liaison: Linda A. Webb

Co-Chair Thomas R. Fitzgerald Tel: (585) 454-2250 Email: tom.fitzgerald@FitzPatent.com Law Offices of Thomas A. Fitzgerald Fax: (585) 454-6364 Reynolds Building 16 E. Main Street, Suite 210 Rochester, NY 14614-1803 USA

Co-Chair Rodger D. Jackson Tel: (585) 233-3986 Email: rodger.jackson@ey.com Ernst & Young LLP Fax: (585) 393-0209 4571 Vista Drive Canadaigua, NY 14414 USA

Co-Chair Varda N. Main Tel: (585) 475-2986 Email: vnmtlo@rit.edu Rochester Institute of Technology Fax: (585) 475-7950 141 Lomb Memorial Drive Rochester, NY 14623-5608 USA

Toledo Chapter Board Liaison: Linda A. Webb

Chair David D. Murray Tel: (734) 302-6000 Email: dmurray@brinkshofer.com Brinks Hofer Gilson & Lione Fax:(734) 994-6331 524 South Main Street Suite 200 Ann Arbor, MI 48104-2921 USA

Washington, D.C. Chapter Board Liaison: Linda A. Webb

Chair Raymond Van Dyke Tel: (202) 585-8250 Email: RVandyke@nixonpeabody.com Nixon Peabody LLP Fax: (202) 585-8080 401 Ninth Street NW

Suite 900 Washington, D.C. 20004-2128 USA

Co-Chair Gayle Parker Tel: (703) 780-4325 Email: parkertlc@aol.com

Technology Licensing Corp. Fax: (703) 780-0705

8346 Orange Court

Alexandria, VA 22309-2167 USA

Past Chair John C. Paul Tel: (202) 408-4109 Email: john.paul@finnegan.com Finnegan, Henderson, Farabow, Fax: (202) 408-4400 Garrett & Dunner, L.L.P. 901 New York Avenue, N.W.

Suite 700 Washington, DC 20005-3315 USA

28 | Local Chapters Arizona Chapter Board Liaison: William J. Fields

Chair Paul E. Burns Tel: (602) 257-5271 Email: pburns@steptoe.com Steptoe & Johnson LLP Fax: (602) 257-5299 201 E. Washington Street, Suite 1600 Phoenix, AZ 85004 USA

Past Chair Michael A. Lechter Tel: (480) 607-1940 Email: mal@mlechter.com Squire, Sanders & Dempsey LLP Fax: (480) 607-1923 6611 North 64th Place Paradise Valley, AZ 85253-4346 USA

Chicago Chapter Board Liaison: William J. Fields

Chair Mark A. Dietzen Tel: (630) 961-7711 Email: dietzenm@bp.com

BP Chemicals Fax: (630) 961-7663

150 W. Warrenville Road

Mail Code 600-1-EA

Naperville, IL 60563-8460 USA

Chair-Elect Pamela L. Cox Tel: (312) 474-6300 Email: pcox@marshallip.com

Marshall, Gerstein & Borun Fax: (312) 474-0448

6300 Sears Tower

233 South Wacker Drive

Chicago, IL 60606-6402 USA

Past Chair Michael R. Bredahl Tel: (630) 251-1449 Email:mbredahl@ia-comm.com IAComm Fax: (630) 837-1139 13 W. Weathersfield Way, #120 Schaumburg, IL 60193 USA

Denver Chapter Board Liaison: William J. Fields

Co-Chair Jeffrey A. Bartholomew Tel: (303) 297-2600 Email: jbartholomew@rwolaw.com Robinson Waters & Fax: (303) 297-2750 OʼDorisio, P.C.

1099 18th Street, Suite 2600 Denver, CO 80202 USA

Co-Chair Richard A. Glinki Tel: (720) 200-4500 Email: ag@generalcapitolpartners.com General Capital Partners, LLC Fax: (720) 200-4501

5650 Greenwood Plaza Blvd.

Suite 135 Greenwood Village, CO 80111USA

USA - West

Local Chapters | 29

Idaho-Montana Chapter Board Liaison: William J. Fields

Chair Richard Rankin Tel: (208) 526-3049 Email: Richard.Rankin@inl.gov Idaho National Engineering Fax: (208) 526-5142

and Environmental Laboratory 4213 So. Ammon Road Idaho Falls, ID 83406 USA

Kansas City Chapter Board Liaison: William J. Fields

Co-Chair Robert F. Nelson Tel: (816) 448-7582 Email: Robert_Nelson@ge.com

GE Insurance Solutions Fax: (816) 448-7692

5200 Metcalf

P.O. Box 2991

Overland Park, KS 66224-1391 USA

Co-Chair Evan R. Sotiriou Tel: (816) 221-3420 Email: esotiriou@armstrongteasdale.com

Armstrong, Teasdale LLP Fax: (816) 221-0786

2345 Grand Boulevard

Suite 2000

Kansas City, MO 64108 USA

Los Angeles Chapter Board Liaison: William J. Fields

Co-Chair Lorraine S. Morrison Tel: (310) 201-1638 Email: lori.morrison@ngc.com Northrum Grumman Corp. Fax: (310) 201-3494 1840 Century Park East, 0181/CC Los Angeles, CA 90067 USA

Co-Chair Billy A. Robbins Tel: (213) 892-9310 Email: brobbins@fulbright.com Fulbright & Jaworski Fax: (213) 680-4518 865 S. Figueroa Street, 29th Floor Los Angeles, CA 90017-2576 USA

Michigan Chapter Board Liaison: William J. Fields

Co-Chair Laurie H. DeJack Tel: (313) 248-4222 Email: ldejack@ford.com Ford Global Technologies, LLC Fax: (313) 323-2647 11345 Silver Lake Road Brighton, MI 48116 USA

Co-Chair Mark A. Robinson Tel: (248) 223-3730 Email: Mark.Robinson@plantemoran.com

Plante & Moran, PLLC Fax: (248) 603-5854

27400 Northwestern Highway

Southfield, MI 48037-0307 USA

30 | Local Chapters Minneapolis-St. Paul Chapter Board Liaison: William J. Fields

Chair Charles L. Dennis Tel: (763) 514-4568 Email: charles.l.dennis@medtronic.com

Medtronic, Inc. Fax: (763) 514-4502

7000 Central Ave, N.E

Minneapolis, MN 55432-3568 USA

Past Chair David VandenEinde Tel: (952) 742-2223 E-mail: david_vandeneinde@cargill.com Cargill, Inc. Fax: (952) 742-4330 15407 McGinty Road West Wayzata, MN 55391 USA

New Mexico Chapter Board Liaison: William J. Fields

Chair Nathan L. Golden Tel: (505) 845-9737 Email: nlgolde@sandia.gov

Sandia National Laboratories Fax: (505) 844-8011

P.O. Box 5800

MS 0114

Albuquerque, NM 87185-0114 USA

Co-Chair Paul M. Smith Tel: (505) 845-8007 Email: smithpm@sandia.gov Sandia National Laboratories Fax: (505) 844-8011 1515 Eubank Ave, SE - MS 0114 Albuquerque, NM 87185-0114 USA

Orange County Chapter Board Liaison: William J. Fields

Chair Mark R. Benedict Tel: (949) 760-0404 Email: mbenedict@kmob.com

Knobbe, Martens, Olson & Bear, LLP Fax: (949) 760-9502

2040 Main Street

14th Floor

Irvine, CA 92614 USA

Past Chair Lori L. Yamato Tel: (949) 760-0404 Email: lyamato@kmob.com Knobbe, Martens, Olson Fax: (949) 760-9502 & Bear, LLP 2040 Main Street - 14th Floor Irvine, CA 92614 USA

Salt Lake City Chapter Board Liaison: William J. Fields

Chair Scott D. Hampton Tel: (877) 328-9888 Email: shampton@campos-stratis.com

Campos & Stratis, LLC Fax: (801) 939-4953

1401 North Highway 89

Farmington, UT 84025 USA

Past Chair S. George Simon Tel: (801) 883-3277 Email: sgsimon@myriad.com Myriad Genetics, Inc. Fax: (801) 584-3640 320 Wakara Way Salt Lake City, UT 84108-1214 USA

Local Chapters | 31

San Diego Chapter Board Liaison: William J. Fields

Chair Ross A. Epstein Tel: (858) 792-8211 Email: repstein@nathlaw.com

Nath & Associates PLLC Fax: (858) 792-8946

12664 El Camino Real

Suite 400

San Diego, CA 92130 USA

Chair-Elect Paul C. Steinhardt Tel: (619) 235-8550 Email: csteinhardt@kmob.com

Knobbe, Martens, Olson & Bear, LLP Fax: (619) 235-0176

550 West C Street

Suite 1200

San Diego, CA 92101 USA

Past Chair Norman A. Brown Tel: (858) 848-2951 Email: norm@innova-group.net

Innovations Group LLC Fax: (858) 536-8158

10421 Blue Summit Ct

San Diego, CA 92131 USA

San Francisco Bay Area Chapter Board Liaison: William J. Fields

Co-Chair Stuart J. West Tel: (925) 465-4603 ext 10 Email: swest@west-associates.net West & Associates Fax: (925) 944-9598 2121 North California Blvd. Suite 290 Walnut Creek, CA 94596 USA

Seattle Chapter Board Liaison: William J. Fields

Chair Toussaint L. Myricks Tel: (206) 342-2000 Email: toussaintm@vulcan.com

Vulcan, Inc Fax: (206) 342-3000

505 Fifth Avenue South

Suite 900

Seattle, WA 98104 USA

Silicon Valley Chapter Board Liaison: William J. Fields

Co-Chair Bradford L. Friedman Tel: (408) 832-0981 Email: bradfriedman@pacbell.net Intellectual Property Law & Business Practice 759 Villa Street

Suite B Mountain View, CA 94041 USA

Co-Chair Lawrence J. Udell Tel: (510) 888-1998 Email: udell@gate.net Intellectual Property Fax: (510) 538-5200 International, Ltd.

3766 Brookdale Blvd. Castro Valley, CA 94546-2014 USA

32 | Local Chapters St. Louis Chapter Board Liaison: William J. Fields

Chair John W. Kepler, III Tel: (314) 552-6822 Email: jkepler@pswslaw.com

Polsinelli Shalton Welte Suelthaus P.C. Fax: (314) 231-1776

100 South Fourth Street

Suite 1100

St. Louis, MO 63102-1825 USA

Chair-Elect Mark E. Hoffman Tel: (314) 961-9090 Email: mhoffman@hoffmanclark.com

Hoffman Clark, LLC Fax: (314) 961-9909

1750 S. Brentwood Blvd.

Suite 450

St. Louis, MO 63144 USA

Wisconsin Chapter Board Liaison: William J. Fields

Co-Chair Richard F. Bero Tel: (414) 259-8900 Email: rbero@cfa-llc.com

Corporate Financial Advisors, LLC Fax: (414) 259-8940

111 E Kilbourn Ave

Suite 2800

Milwaukee, WI 53202 USA

Co-Chair John T. Pienkos Tel: (414) 273-2100 Email: jpienkos@whdlaw.com Whyte Hirschboeck Dudek S.C. Fax: (414) 223-5000

555 East Wells Street

Suite 1900

Milwaukee, WI 53202 USA

Past Thomas J. Pienkos Tel: (414) 273-2100 Email: tpienkos@whdlaw.com Co-Chair Whyte Hirschboeck Dudek S.C. Fax: (414) 223-5000

555 East Wells Street

Suite 1900

Milwaukee, WI 53202 USA

Local Chapters | 33

Calgary Chapter Board Liaison: Mark A. Butler

Chair Regina Corrigan Tel: (403) 298-1000 Email: regina@corrigan@gowlings.com Gowling Lafleur Henderson LLP Fax: (403) 263-9193 1400-700 2nd Street, SW Calgary, AB T2P 4V5 CANADA

Edmonton Chapter Board Liaison: Mark A. Butler

Co-Chair Lisa G. Spinks Tel: (780) 450-5377 Email: spinks@arc.ab.ca

Alberta Research Council Fax: (780) 469-5296

250 Karl Clark Rd

Edmonton, AB T6N 1E4 CANADA

Co-Chair Douglas B. Thompson Tel: (780) 448-7326 Email: dougthompson@thompsonlambert.ca

Thompson Lambert LLP Fax: (780) 433-5719

#200, 10328 - 81 Avenue

Strathcona Profess Center

Edmonton, AB T6E 1X2 CANADA

Past Gordon Sustrik Tel: (780) 917-5246 Email: sustrikG@Bennettjones.ca Co-Chair Bennett Jones LLP Fax: (780) 421-7951 1000 Atco Centre 10035-105 Street Edmonton, AB T5J 3T2 CANADA

Montreal Chapter Board Liaison: Mark A. Butler

Co-Chair Michel Genereux Tel: (514) 904-5370 Email: mgenereux@osler.com Osler, Hoskin & Harcourt LLP Fax: (514) 904-8101 1000 De La Gauchetiere Street West Suite 2100 Montreal, QC H3B 4W5 CANADA

Co-Chair Panagiota Koutsogiannis Tel: (514) 987-8881 Email: pbk@robic.com Leger Robic Richard L.L.P. Fax: (514) 845-7874 1001 Victoria Square

Block E, 8th Floor

Montreal, QC H2Z 2B7 CANADA

Canada

34 | Local Chapters Ottawa Chapter Board Liaison: Mark A. Butler

Chair Elena V. Reshetnikova Tel: (613) 786-8663 Email: elena.reshetnikova@gowlings.com

Gowling Lafleur Henderson LLP Fax: (613) 788-3628

160 Elgin St

Suite 2600

Ottawa, ON K1P 1C3 CANADA

Past Chair Keith T. Desjardins Tel: (613) 786-0249 Email: keith.desjardins@gowlings.com Gowling Lafleur Henderson LLP Fax: (613) 563-9869 2600 - 160 Elgin Street Ottawa, ON K1P 1C3 CANADA

Toronto Chapter Board Liaison: Mark A. Butler

Co-Chair James E. Longwell Tel: (416) 862-4325 Email: james.longwell@gowlings.com

Gowling Lafleur Henderson LLP Fax: (416) 862-7661

Suite 1600, First Canadian Place

100 King Street West

Toronto, ON M5X 1G5 CANADA

Chair Anita E. Nador Tel: (416) 601-7530 Email: anador@mccarthy.ca McCarthy Tetrault Fax: (416) 868-0673 Box 48, Suite 4700 Torontoʼs Dominion Bank Tower Toronto, ON M5K 1E6 CANADA

Past Chair David Tyrrell Tel: (416) 239-7779 Email: davet@vertexips.com Vertex Intellectual Property Fax: (416) 239-5707 Strategies Inc. 115 Brentwood Road N. Toronto, ON M8X 2C7 CANADA

Vancouver Chapter Board Liaison: Mark A. Butler

Chair Jeanne M. Bertonis Tel: (604) 221-6914 Email: jbertonis@angio.com

Angiotech Pharmaceuticals, Inc. Fax: (604) 221-6915

1618 Station Street

Vancouver, BC V6A1B6 CANADA

Chair-Elect Hilton W.C. Sue Tel: (604) 669-3432 Email: hsue@patentable.com

Oyen Wiggs Green & Mutala LLP Fax: (604) 681-4081

480-601 West Cordova Street

Vancouver, BC V6B 1G1 CANADA

Past Chair Ronald V. Simmer Tel: (604) 438-5935 Email: ron@patex.ca Patex Research & Consulting Ltd Fax: (604) 438-5945

5230 Patrick Street

Burnaby, BC V5J 3B3 CANADA

Local Chapters | 35

Chapter Plan Template

LES __________[insert City or Region] CHAPTER

ANNUAL CHAPTER PLAN 2005-2006

Item

Comments

1.

Chapter Leadership

Chair

Past Chair

Chair Elect

2.

Webpage Content Provider

♦ Who is responsible for providing webpage content for the chapter?

3.

Meeting Schedule

Please fill in the Future Meeting Schedule on the next page

4.

LES Online

♦ The __________Chapter has a web page at www.usa-canada.les.org

OR

♦ The __________ Chapter plans to have a Chapter page on the LES website by _________

5.

Publications

Are any of the articles/materials available from past presentations in the LES website with the appropriate permission of the presenters?

6.

Accomplishments

(2004/2005)

Please provide a report on accomplishments for the previous year. For example, please include the number of attendees at the chapter’s recent/past meetings, any survey results, any comments about meetings from members, and the topics you have found to be the most valuable and interesting for your Chapter.

36 | Local Chapters LES ___________ CHAPTERMEETING SCHEDULE

FEBRUARY

TOPIC:

SPEAKER:

DATE & LOCATION

MARCH

TOPIC:

SPEAKER:

DATE & LOCATION

APRIL

TOPIC:

SPEAKER:

DATE & LOCATION

MAY

TOPIC:

SPEAKER:

DATE & LOCATION

JUNE

TOPIC:

SPEAKER:

DATE & LOCATION

JULY

TOPIC:

SPEAKER:

DATE & LOCATION

AUGUST

TOPIC:

SPEAKER:

DATE & LOCATION

SEPTEMBER

TOPIC:

SPEAKER:

DATE & LOCATION

OCTOBER

TOPIC:

SPEAKER:

DATE & LOCATION

NOVEMBER

TOPIC:

SPEAKER:

DATE & LOCATION

DECEMBER

TOPIC:

SPEAKER:

DATE & LOCATION

Local Chapters | 37

Best Practices List

Recommnedations, Best Practices, and Lessons Learned

Developing a Highly Effective Leadership Team

• Ask Members to be Involved

• Use co-chairs to develop a transition capability and to share the load during the year

• Use Former Leaders as Speakers

• Find the Right Size Meetings, and/or structure, for maximal Networking

• Look for “life” or “interest” from members and recognize their contributions

• Develop a “manual” or notebook to outline chapter leadership responsibilities and framework

• Leverage leaders networking within/outside of LES

• Exploit Co-chairs differences to expand reach

• Establish a leadership structure as a long term priority for the group

• Identify popular topics as well as effective people/speakers to build interest

• Use LES seasonal meetings to develop membership in professional interest committees

Outreach (to non-members and inactive members)

• Ask them to attend or be involved

• Co-promote and hold joint meetings with other organizations

• Announce meetings in local media

• Never drop the name of someone who has attended a meeting from the announcement distribution list

• Conduct surveys to determine needs and interests

• Develop a data base of interested non-members for meeting announcements and information

• Rotate effective topics/speakers among chapters/committees

Hot Topics

• Venture Capitalists and Capital

• Hot Technologies Available (including the use of 90 sec ‘pitches on point ’ about what’s being sold)

• Development of Agreements: language, tools, templates (especially review of evolving licensing contract components and strategies such as loans, equity, future choice quids, option to acquire after phase II, spin-outs & alliances, other financial leverage tools ...)

• NDA (non-disclosure agreement) protocols, tools, templates

• Tax Issues

• MP3 and other ‘hot ’ content licensing

• Internet Licensing

38 | Local Chapters • University-Industry relationships

• Technology Transfer Trade Fairs (poster papers on IP available)

• Valuation (always a hot topic)

• Royalty Rates

• OPM (Other People’s Money ….way’s of leveraging 3rd party investment)

• Business Method Patents and licensing

• Privacy

• Security

• Letters of Intent (use of, templates,…)

• IP Donations

• Royalty Rates

• Case studies on licensing issues

• Intellectual assets on the operating statement and balance sheet

• Cross border sales - impact in the US and EU

• Drug delivery technology as a means to extend patent life for expiring products - how much exclusivity does it really afford

• Rx to OTC switches – What is next and does this generate new licensing activity

• How to generate a out-licensing package that sells

• How to turn an idea into an asset that can be licensed

• What business plan appeals to i) a venture fund, ii) pharma/bio partner, what kind of data do I generate first (in vitro, animal, clinical - does it need to be US?)

• Generic biopharmaceuticals

• How to generate winning co-promotion partnerships

• Licensing and Financial Modeling

• Strategic Planning and Evaluation

Local Chapters | 39

Local Chapter Sponsorship Policy

LICENSING EXECUTIVES SOCIETY (U.S.A. AND CANADA), INC.LOCAL CHAPTERS SPONSORSHIP POLICYADOPTED BY THE BOARD OF TRUSTEES ON: FEBRUARY 13, 2003

In order to provide members with quality local meetings and maintain the costs to its members as low as possible, the Licensing Executives Society (U.S.A. and Canada), Inc. (“LES”) will permit paid sponsorship at its local chapter meetings taking into account LESʼ culture and tradition in providing educational meetings and a positive atmosphere for networking.

Meetings at which sponsorship is available

Sponsorship in accordance with this policy will be available at the local chapter meetings only.

Goals of local chapter meetings

The goals of local chapter meetings is to provide a local forum to further develop knowledge in the field of licensing and technology transfer and provide an effective networking environment for its members and guests.

Sponsorship guidelines

The intent in setting up sponsorship guidelines is not to discourage such sponsorship but merely to define the parameters that are aligned with the LES culture and tradition. Local chapters should take advantage of the many possibilities offered to them by the LES office with respect to mailings, e-mails, faxes and web hosting in order to cut down on the operating costs of a local chapter.

• While LES recognizes that sponsors need to have a certain visibility, sponsorship of an event should not take over the event, the overall visibility of sponsors should remain low key. More generally, the benefits provided to the sponsors should not overpower the local meeting event with logo presentations, sponsor signage, etc.

• Brochures or e-mail information with respect to a local event should be preeminently showing the LES logo and LES as the organizer of the event, sponsors should be recognized as sponsors only.

• Sponsors are not permitted to make a “sales speech” to the members and guests in attendance at a local meeting.

• Acknowledgement of sponsors on the registration forms should be placed at the end of the form and should be small and discrete. Generally it is preferred that only the sponsorʼs logo appears. If the chapter chair believes that some text should appear, this should be no more than one or two sentences. In no event should acknowledgments take more than 15 to 20% of the entire document (including logos).

40 | Local Chapters • Sponsorship at the local event may take the following forms:

1. Loaning of a conference room for the meeting;

2. Subsidizing of audiovisual equipment;

3. Subsidizing free cocktail prior to a dinner;

4. Subsidizing all or part of the food expenses at a lunch or dinner;

All these may be acknowledged by (i) the meeting chair at the beginning or at the end of the event, (ii) space on the registration documents and publicity for the event or (iii) a reasonable prompt or sign at the door outside the room for the event.

5. Reservation of a full table and putting up the name of the organization on a discrete sign at the reserved table at a lunch or dinner event may also be considered (it also generally helps increasing the attendance for an event).

• All material necessary for providing the benefits to sponsors should be furnished in advance to the meeting chair (or organizer) by the sponsor.

• Full payment should be required prior to the event.

• A maximum number of sponsors should be decided upon in advance for each event (not including table reservations) and sponsors should not exceed four at one event except in special circumstances.

Joint events

It may be in the interest of a local chapter to hold a joint event with another organization. Such other organization must be a non-profit organization with goals that are compatible with the LES goals. A joint event should not be a way for a local chapter to disguise otherwise unacceptable sponsorship.

All joint events should show, at least equally, the LES organization (including the LES logo) and the co-organizer(s) on all documentation and publicity in a way that fully demonstrates the involvement of LES in the preparation, organization and holding of such event.

The Trustee responsible for the local chapter intending to hold a joint event, must be notified within a reasonable period of time prior to the date of any such joint event.

Q&A

If you have any questions with respect to the implementation and interpretation of these guidelines, do not hesitate to call on the trustee designated for your area, the vice-president in charge of local chapters or the office of LES, they will be glad to help. Their names and contact information is shown on the following page:

Local Chapters | 41

Art RoseLES Vice President for Local ChaptersKnobbe Martens Olson & Beararose@kmob.com

William J. FieldsTrustee for Local Chapters (Western U.S.)

Linda A. WebbTrustee for Local Chapters (Eastern U.S.)

Mark A. ButlerTrustee for Local Chapters (Canada)

Karina Horesky

LES Membership Coordinator

Administration, Operations and Trustee Committees | 43

2006 Administration, Operations and Trustee Committees

These are typically long-standing committees with well-defined administrative and operational functions, and they are chaired by a Trustee with the functional responsibility for that area of the Society or by members with years of active service within LES. A list of the committees, and their chairs can be found on the pages below, along with the mission statements for these committees. If you are interested in obtaining more information about one of these committees, please feel free to contact any of the committee chairs.

Executive Chair: Dwight Olson

The Executive Committee is created by LES Bylaws 6.1. There shall be an Executive Committee of the Board of Trustees composed of the president, the president-elect, the last retired president, the secretary, the treasurer, and two vice presidents (which may include the regional vice presidents) designated by the President. The Executive Committee may exercise the powers of the board in the intervals between meetings of the board, provided, however, that the actions of the committee shall be reported to the board with reasonable promptness following such Executive Committee actions by written summaries thereof or copies of minutes. The members of the committee shall meet at the call of the president or the president-elect acting on the president’s behalf. A record shall be kept of all actions of the committee whether taken in formal meeting or otherwise.

Council of Past Presidents Chair: D. Patrick O’Reilly

The Council of Past Presidents is formed of past presidents of LES (USA and Canada), Inc. to serve as an advisory group to the president and Board of Trustees, and to conduct specific projects as approved by the Trustees in areas, such as education and research, related to licensing. The council will cooperate with LES committees where appropriate, but council projects would ordinarily be of a type not undertaken by LES committees. The chair of the Past Presidents Council will be assumed at each meeting of LES (USA and Canada) by the outgoing past president of the board of trustees of LES (USA and Canada).

Nominating Chair: D. Patrick O’Reilly

The Nominating Committee is created by LES Bylaws 6.4. There shall be a Nominating Committee which shall nominate candidates for officers and Trustees-at-large to be elected at the annual meeting and, when called upon to do so, shall help the president-elect select chairpersons of committees. The committee shall be composed of the immediate past president (who shall be the chairperson), president, president-elect and two other members of the Society irrespective of their prior positions in the Society, who are selected by the first three named members of the Nominating Committee by majority vote.

Ethics Chair: Jim Sobieraj

The Ethics Committee is created by LES Bylaws 6.5. Members of the Licensing Executives Society subscribe to rules of conduct promulgated by the society. They also subscribe, in many instances, to rules or canons of ethics which govern conduct in their profession. The committee functions as an investigatory tool at the behest of the president to consider breaches by members of these rules or canons. It also investigates, in the same manner, activities outside of the society which appear to be unethical in nature and tend to bring the society into disrepute. Reports and recommendations based on the investigations are made to the president. The committee receives and processes complaints in respect of violations.

4|

Administration, Operations and Trustee Committees Meeting Coordination and Contracts Co-Chairs: Bill Lee & Dwight Olson

The functions of the Meeting Coordination and Contracts Committee are:

1) Serve as an informational, advisory, and participatory resource to maintain continuity in the planning and preparation of LES (USA and Canada), Inc. meetings and to enhance their quality, which shall include the following activities:

2) Seek, maintain, and circulate to those involved with meeting site selection, information on hotel and potential meeting sites.

3) Provide advice, counsel, and recommendations regarding meeting sites, speakers, protocol, and program content.

4) Develop a source of members willing and able to undertake meeting committee assignments for specific LES (USA and Canada), Inc. meetings.

5) Negotiate and recommend hotel contracts for LES (USA and Canada), Inc. seasonal and annual meetings.

Awards Chair: D. Patrick O’Reilly

The functions of the Awards Committee are:

1) Process nominations for awards or honors of the Society, such as the Award of Honor and Certificates of Recognition, including the steps of (a) ensure that the nominations are submitted in accordance with established procedures and that all pertinent information is provided; (b) review the nominations to ensure that all formal requirements have been met; (c) make an initial determination of the appropriate award or honor for which the nominee is to be considered; and (d) submit the nominations to the Board of Trustees with its recommendations.

2) Coordinate with the LES International Awards Committee such international awards as it concerns LES (USA and Canada), Inc..

3) Consider and recommend to the Board of Trustees such additional categories of awards and honors as deemed appropriate.

Strategic Planning Co-Chairs: Thomas Picone & Francois Painchaud

The functions of the Strategic Planning Committee are:

1) Consider and make recommendations to the Board of Trustees on policies and functions of LES on a long-term basis. The committee also reviews present policies and functions as they relate to long-range plans.

2) Lead the revision of the LES Society Plan as adopted by the Board of Trustees in 2003 and make reports to the Board concerning the implementation of the plan.

3) Make recommendations to the Board of Trustees for appropriate amendments to the LES Society Plan.

Membership Co-Chairs: Jim Mead & Chair-Elect: Gabi Khouri

The Membership Committee is created by LES Bylaws 6.3. There shall be a Membership Committee which shall promote the membership in the Society, pass upon all applications for membership and for reinstatement of membership and elect to active, associate or student membership such qualified candidates as it deems desirable and in the best interest of the Society, consistent with policies determined by the Board of Trustees.

Administration, Operations and Trustee Committees | 45

Law and Government Action (Canada) Chair: James Longwell

The functions of the Laws and Government Action (Canada) Committee are:

1) Keep abreast of important legislative and executive developments in fields of significant interest to LES members, including licensing, intellectual property, and trade concerning Canada.

2) Recommend to the Board of Trustees actions or positions that LES should take on important issues on these developments and prepare drafts of position papers for review by the board or the Executive Committee.

3) Compile and analyze current antitrust and misuse decisions and apprise interested members of current events in these areas.

4) Disseminate the results of the committee’s work within LES via publications and workshop sessions at LES meetings or in special seminars.

Laws and Government Action (USA) Chair: Reed Staheli

The functions of the Laws and Government Action (USA) Committee are:

1) Keep abreast of important legislative and executive developments in fields of significant interest to LES members, including licensing, intellectual property, and trade concerning U.S.A.

2) Recommend to the Board of Trustees actions or positions that LES should take on important issues on these developments and prepare drafts of position papers for review by the board or the Executive Committee.

3) Compile and analyze current antitrust and misuse decisions and apprise interested members of current events in these areas.

4) Disseminate the results of the committee’s work within LES via publications and workshop sessions at LES meetings or in special seminars.

Trademark Administration Chair: Keith Lutsch

The functions of the LES Trademark Administration Committee are:

1) Administration of all LES trademarks on a worldwide basis, including obtaining registrations for LES trademarks in countries having member societies and other countries selected by the trustees of LES (USA and Canada), Inc. or the delegates of LES International.

2) Maintain trademark registrations and protects the LES trademarks on a worldwide basis.

Investments Co-Chairs: Mike Lasinski

The functions of the Investments Committee are:

1) Periodically review investment opportunities, and recommend to the president and the treasurer, investment of society funds. In formulating its recommendations, the committee is charged with balancing potential income opportunities and risks, all within the guidelines approved by the Board of Trustees.

2) Comply with the policy approved by the Board of Trustees.

46 | Administration, Operations and Trustee Committees Audit Chair: Peggy Moizel

The functions of the Audit Committee are:

1) Conduct an annual audit of the financial books and records of LES (USA and Canada), Inc. and report its findings to the LES Board of Trustees. In conducting this audit, the committee confirms income and expense accounts and makes random tests of specific transactions. It compares current accounts with accounts in previous years. The committee also consults with the LES certified public accountant during the audit.

2) When deemed appropriate, the committee will recommend a professional audit of the society books and records.

3) Monitor the fiscal procedures of the society and periodically review its financial condition. The committee advises the Board of Trustees concerning fiscal procedures and tracks long-term financial trends of the society. The LES (USA and Canada), Inc. Treasurer is traditionally one of the members, but not the committee chair.

Administration Chair: Peggy Moizel

The function of the Administration Committee is to work with Director of the Administrative Office to provide guidance and oversight for the activities of the Office. The role of the LES Office is to support and facilitate LES activities from its headquarters just outside Washington, D.C. in Alexandria, Virginia. The LES staff, a team of experienced association professionals dedicated to serving members’ needs, work closely with LES committees and chapters to coordinate the educational programs and networking opportunities that make LES membership a valuable professional investment. Focusing on member services, meetings coordination and information support, the LES staff are charged with continually improving the benefits of LES membership. Through the effective application of technology and dedicated personal services, the LES office provides the infrastructure and consistency to empower the volunteer spirit of LES members.

Insurance Co-Chairs: Mike Lasinski & Mark A. Butler

The Insurance Committee considers and recommends insurance for the society and investigates and reports on the availability of group health and life insurance to LES not otherwise covered by group programs.

Communications Chair: Ada Nielsen

The function of the Communications Committee is to oversee all communications by the Society other than les Nouvelles which is an LESI product. This Committee includes the Trustee for Marketing (Gary Nath) to help establish LES as the go to organization, it includes the Trustee for Partnering (Gary Hooper) to help nurture the partnering program at LES, and it includes the Trustee for LES Online (Glenn Wheeler) to provide oversight of the LES web page. The Committee also includes the editor of Viewpoints (Carla Blackman) to provide oversight and management of Viewpoints, the Annual Report, The Law and Business of Licensing, the Licensing Consultants and Brokers Directory, and any other publications prepared or sponsored by the Society. This committee is responsible for preparing and editing the LES Annual Report and for working with the editors to oversee the content and quality of The Law and Business of Licensing and Viewpoints. The Committee will manage preparation of the bi-annual Licensing Consultants and Brokers Directory, seeking input from the Small Business Committee and the Consultants Committee. The Committee also has the following functions:

1) Review and recommend types and manner of publications made or to be made by the society in addition to les Nouvelles and Viewpoints, in cooperation with the Professional Development Program Committee, including publication of materials presented at meetings, chapters and seminars.

2) Coordinate with LES office in managing the preparation, printing, pricing, inventory and advertising all LES publications of the Society other than les Nouvelles.

3) Periodically review types and manners of publications used by the society, in cooperation with LES office and the Viewpoints editor.

Administration, Operations and Trustee Committees | 47

2006 Annual Meeting Co-Chairs: Peggy Moizel & Ted Cross

The functions of the Annual Meeting Committees are:

1) Coordinate the planning and management of the LES annual meeting including all arrangements with the hotel selected for the meeting in accordance with the contract with the hotel. Guidelines are contained in the LES Meetings Manual. Coordinate closely with LES office for experienced assistance in all phases of the meeting.

2) Plan for forecasted attendees and quests.

3) Prepare budget of meeting for submission to the Board of Trustees who set registration fee.

4) Arrange for speakers, workshops, committee meetings, lunches, dinners, tours, entertainment, sports events and publicity in les Nouvelles, Viewpoints and mailings.

5) Arrange for trustees and LES International meetings and dinners concurrent with the annual meeting.

2006 Winter Meeting Chair: Gary Nath

The functions of the Seasonal Meetings Committees are:

1) Coordinate the planning and management of the LES winter, spring and summer meetings. Guidelines are contained in the LES Meetings Manual. Coordinate closely with LES office for experienced assistance in all phases of the meeting.

2) Prepare budget of meeting for submission to Board of Trustees who set the registration fee.

3) Arrange for speakers, workshops, tours, dinners, entertainment, committee meetings, sports events, lunches and publicity in les Nouvelles, Viewpoints and mailings.

4) Plan for forecasted attendees and quests.

5) Coordinate trustees’ meetings and dinners concurrent with the meeting.

2006 Spring Meeting Chair: Varda Main

The functions of the Seasonal Meetings Committees are:

1) Coordinate the planning and management of the LES winter, spring and summer meetings. Guidelines are contained in the LES Meetings Manual. Coordinate closely with LES office for experienced assistance in all phases of the meeting.

2) Prepare budget of meeting for submission to Board of Trustees who set the registration fee.

3) Arrange for speakers, workshops, tours, dinners, entertainment, committee meetings, sports events, lunches and publicity in les Nouvelles, Viewpoints and mailings.

4) Plan for forecasted attendees and quests.

5) Coordinate trustees’ meetings and dinners concurrent with the meeting.

2007 Annual Meeting Co-Chairs: Mike Lasinski & Paul Roberts

The functions of the Annual Meeting Committees are:

1) Coordinate the planning and management of the LES annual meeting including all arrangements with the hotel selected for the meeting in accordance with the contract with the hotel. Guidelines are contained in the LES Meetings Manual. Coordinate closely with LES office for experienced assistance in all phases of the meeting.

2) Plan for forecasted attendees and quests.

48 | Administration, Operations and Trustee Committees 3) Prepare budget of meeting for submission to the Board of Trustees who set registration fee.

4) Arrange for speakers, workshops, committee meetings, lunches, dinners, tours, entertainment, sports events and publicity in les Nouvelles, Viewpoints and direct mailings.

5) Arrange for trustees and LES International meetings and dinners concurrent with the annual meeting.

2007 Winter Meeting Co-Chairs: Mike Lee

The functions of the Seasonal Meetings Committees are:

1) Coordinate the planning and management of the LES winter, spring and summer meetings. Guidelines are contained in the LES Meetings Manual. Coordinate closely with LES office for experienced assistance in all phases of the meeting.

2) Prepare budget of meeting for submission to Board of Trustees who set the registration fee.

3) Arrange for speakers, workshops, tours, dinners, entertainment, committee meetings, sports events, lunches and publicity in les Nouvelles, Viewpoints and mailings.

4) Plan for forecasted attendees and quests.

5) Coordinate trustees’ meetings and dinners concurrent with the meeting.

2007 Spring Meeting Chair: Brian Oliver

The functions of the Seasonal Meetings Committees are:

1) Coordinate the planning and management of the LES winter, spring and summer meetings. Guidelines are contained in the LES Meetings Manual. Coordinate closely with LES office for experienced assistance in all phases of the meeting.

2) Prepare budget of meeting for submission to Board of Trustees who set the registration fee.

3) Arrange for speakers, workshops, tours, dinners, entertainment, committee meetings, sports events, lunches and publicity in les Nouvelles, Viewpoints and mailings.

4) Plan for forecasted attendees and quests.

5) Coordinate trustees’ meetings and dinners concurrent with the meeting.

Professional Development Program Chair: John Paul

The functions of the Professional Development Program Committee are:

1) Define the basic or core competencies of licensing professionals.

2) Analyze current LES educational programs, courses and faculty regarding content, quality and needs for improvement.

3) Supervise, coordinate and assist the program committees for annual and seasonal meetings, Technology Transfer Seminars and other educational activities, and to provide a comprehensive professional development program for LES members.

4) Develop a multi-year and multi-track LES Professional Development Program designed and conducted to provide a continuity of topics over a several-year period as a complete course of study leading to licensing certification and credentials.

Administration, Operations and Trustee Committees | 49

5) Identify and collect LES publications (les Nouvelles) and workshop materials (reprints, slides, copies, handouts, and workbooks) to be archived at LES office. The committee works with meeting program chairpersons and the editor of les Nouvelles regarding materials printed or distributed.

6) Solicit the cooperation of the membership in the collection of workshop material presented in the past. All documents obtained will be catalogued and copies sent to university repository sites and to LES office for access by the membership, academia, and licensing professionals for scholarly research and the practice of licensing arts.

Technology Transfer Seminar Co-Chairs: John Paul & Mike Dansky

The functions of the Technology Transfer Seminar Committee are:

1) Recommend, prepare and present seminar programs for LES members and the professional technology transfer and licensing community to advance further education, knowledge, and information exchange of the technology transfer and licensing functions. The programs are designed to serve the needs of those new in the area, providing a fundamental understanding of intellectual property and the licensing process, and to enhance the skills of current practitioners focusing on selected areas of topical interest.

2) Survey past seminar graduates and LES members for comments and recommendations on program content and relevancy.

3) Define number, timing, location and class size for the course year.

4) Recommend annual seminar programs to LES Board of Trustees for approval.

5) Prepare budget guidelines for the courses including: promotion, facilities, materials, and management.

6) Invite and arrange participation by LES members and other licensing professionals as speakers and course leaders.

7) Manage course programs and costs to achieve educational and budget objectives.

Canada Education Chairs: Sean Irvine, Keith Desjardins & Morna Patterson

The LES Canada Education Committee plans, design, develops and implements, in cooperation with other relevant committees a comprehensive collection of licensing training resources for use by educators wishing to incorporate licensing topics into training relating to innovation management, intellectual property, commercialization, or technology transfer. These resources are not competitive to the Technology Transfer seminars and the Intellectual Asset Management seminars offered by the LES since the target market is different.

Mentoring Co-Chairs: James Vlazny

The committee’s goal is to provide mentoring at every level of LES membership and in each type of professional area.

5LES

Information | 51

Society Bylaws

LICENSING EXECUTIVES SOCIETY (U.S.A. and CANADA), INC

BYLAWS

(As amended 6/14/01)

ARTICLE 1

NAME, PURPOSE AND AFFILIATION

1.1 Name

The name of the Society shall be “Licensing Executives Society (U.S.A. and Canada), Inc.,” sometimes herein abbreviated as “LES (U.S.A. & Canada),” “Society” or “LES.”

1.2 Legal Character of the Society

The Society is a not-for-profit corporation of the State of New York.

1.3 Purpose

The purposes of the Society shall be:

(a) To function as a nonprofit professional and educational society encouraging high standards and ethics among persons engaged in the domestic or international licensing or other transfer of technology and intellectual and industrial property rights.

(b) To assist its individual members in improving their skills and techniques in licensing through self-education, conduct of special studies and research, sponsorship of educational meetings, publication of articles, reports, statistics and other materials, and exchange of ideas related to domestic and international licensing or other transfer of technology and industrial and/or intellectual property rights.

(c) To inform the public, the business community and governmental bodies concerning the economic significance and importance of licensing or other transfer of technology and industrial and/or intellectual property rights and the high professional standards of those engaged in the profession.

(d) To function as a research organization and assist in furthering the employment of technology and the licensing and other transfer of technology.

1.4 Affiliation

The Society is affiliated with like societies in other countries through membership in the Licensing Executives Society International, a not-for-profit corporation of the State of Delaware. The Society is bound by the bylaws of the Licensing Executives Society International.

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LES Information ARTICLE 2

MEMBERSHIP

2.1 Eligible Persons

Membership in the Society shall be limited to natural persons who in their professions or occupations actively engage or have engaged in licensing of technology or other aspects of transferring intellectual or industrial property rights or matters related thereto and to natural persons whose contribution or likely contribution to the development of technology transfer or of LES is considered to justify honorary membership.

2.2 Geographical Limitation of Membership

A person residing outside the United States and Canada and in a country which has a local LES Society, shall not be eligible for membership in LES (U.S.A. & Canada) unless such person is also a member of such local society.

2.3 Classes

The membership of the Society shall consist of all persons elected to membership as hereinafter provided. The membership shall be divided into the following classes:

(a) Active members

(b) Associate members

(c) Life members

(d) Honorary members

(e) Student members

2.4 Qualifications

(a) Active members: Any person of good ethical reputation and business affiliation who subscribes to the Society’s rules of conduct for members and who in business or professional activities has significant responsibility for the licensing or transfer of industrial or intellectual property rights, or for other substantial action relating thereto, shall qualify as an active member.

(b) Associate members: Any person who has been an active member of the Society for at least five consecutive years, but is no longer actively engaged in licensing, or activity relating thereto, may be elected by the Membership Committee as an associate member.

(c) Life members: Any person who has retired from his or her active business career and who has been an active member of the Society for at least five consecutive years and has contributed significantly to the affairs of the Society may be elected by the Board of Trustees as a life member. Life members shall be entitled to all privileges and shall be exempt from payment of dues.

(d) Honorary members: Honorary members may be selected by the Board of Trustees for recognition by the Society from time to time for outstanding contributions to the licensing profession or to the Society. Honorary members shall be entitled to all privileges and shall be exempt from payment of dues.

(e) Student members: Any person not qualified under any other class of membership who is regularly

LES Information | 53

enrolled as a graduate or undergraduate student of an accredited college, university, or post-graduate school and has a bona fide interest in the profession shall qualify as a Student Member of the Society, as shall be elected in accordance with Article 2.5. Such membership shall continue until the close of the fiscal year of the Society in which such person ceases to meet such qualifications.

2.5 Election of Members

Eligible persons may become Active or Student members by:

(a) making application in a form to be approved by the Membership Committee;

(b) being approved and elected by the Membership Committee; and

(c) making payment of initial dues for the current year.

2.6 Expulsion and Discipline

A member may be expelled or disciplined for material misrepresentation in the membership application, or for violation of the bylaws or rules of conduct for members of the Society, or for other cause prejudicial to the best interests of the Society. Expulsion may be effected by a two-thirds vote, and discipline by a majority vote, of the whole Board of Trustees (including vacancies) based upon the recommendations of a Review Committee appointed and acting in the manner prescribed in the rules of conduct for members adopted by the Society pursuant to these bylaws.

ARTICLE 3

DUES

3.1 Amount

The dues for active members, associate members and student members of the Society shall be such amounts as may be fixed by the Board of Trustees from time to time.

3.2 Payment of Dues

Annual dues shall be payable on the first day of January for that year. The membership of any member whose dues remain unpaid on the first day of March will be automatically terminated. A terminated membership due to non-payment of dues may be reinstated by the Membership Committee in accordance with Section 2.5.

ARTICLE 4MEETINGS OF MEMBERS

4.1 Annual Meeting of Members

There shall be an annual meeting of the members of the Society on a date and at a place to be selected by the Board of Trustees for the election of officers and Trustees-at-large and for such other business as may be properly brought before the meeting.

54 | LES Information 4.2 Special Meetings

The Board of Trustees may in its discretion call special meetings of members from time to time on due notice.

4.3 Voting

Each Active member shall be entitled to one vote in person or by written proxy at meetings of members, and, except as otherwise provided herein, action may be taken upon the vote of a majority of the members voting in person or by proxy.

4.4 Quorum

Two hundred Active members of the Society present in person or represented by proxy, including at least a third of the whole Board of Trustees (including vacancies) present in person, shall constitute a quorum for the purpose of conducting business at any meeting of the members of the Society. In the absence of a quorum, those present and voting in person at the time and place set for a meeting may take an adjournment from time to time until, without further notice, a quorum is present.

4.5 Place of Meetings

Meetings of members may be held in a location as designated by the Board of Trustees.

4.6 Reports

At each Annual Meeting there shall be presented to the members, and filed with the minutes of the meeting, a report of the treasurer setting forth a statement of the assets and liabilities of the Society as of the end of the last fiscal year and a statement of receipts and expenditures during such year, and a report of the secretary stating the number of members of the Society, the number whose memberships have terminated, and the number of new members admitted during the year.

4.7 Election

Elections of Officers and Trustees shall be held in accordance with the following procedures. The Board of Trustees is authorized to take all reasonable actions necessary to ensure that elections of Officers and Trustees are carried out in as fair and responsible a manner as possible, and that the affairs of the Society are governed through the orderly transition of Officers and Trustees.

(a) Nominations of the Nominating Committee. The Nominating Committee shall set forth one slate of candidates for offices to be filled during any election. The Nominating Committee’s report shall be provided to the Active members in a written notice, which may include printing in an issue of any regularly-published material sent to all Active members or a separately-mailed notice. For purposes of this provision, separately-mailed notification by electronic mail shall be deemed acceptable Notice when provided to Active members who have provided an email address to the Society. For any Active member who has not provided an electronic mail address, separately-mailed notice shall be by first class mail. Notice shall be provided to Active members at least thirty (30) days before the commencement of the annual meeting.

(b) Other Nominations. Other candidates for office may be nominated before or after the Nominating Committee’s Notice by any Active member, subject to the following conditions: At least ten (10) days prior to the commencement of the annual meeting, a petition bearing the name, address, and affiliation of the nominee(s) must be received by the Secretary. To be valid, a petition must include the original signatures of at least fifty (50)

LES Information | 55

Active members of the Society, and clearly state the office for which the nomination is made. Except as provided in Section 4.7(d), no candidate may be nominated in any way other than as provided in these sections 4.7(a) and 4.7(b).

(c) Elections. In the event more than one person has been properly nominated for the same position (or, in the case of Trustees-at-Large, more persons are nominated than the existing vacancies), the Secretary shall conduct an election during the scheduled business meeting at the annual meeting. In the case of contested elections, the business meeting shall not be moved as to either time or place from that published in the final meeting brochure made available to members at the beginning of the meeting. Active members present, in person or by proxy, shall be entitled to vote in such an election. A quorum need not be present for an election to proceed. The candidate receiving the highest number of votes for each office shall be declared elected.

(d) Failure to Timely Publish Nominations. If the Nominating Committee does not timely publish its nominations as required by Section 4.7(a), such nominations shall be presented at the time the election was originally scheduled at the annual meeting. In this event, Active members may make nominations from the floor during the annual meeting, subject only to a second. Once nominations are closed, the Active members shall vote for each office, presented by the Secretary in the order he deems appropriate. The candidate receiving a majority of the votes of the Active members present or, if more than two candidates have been nominated, the candidate receiving the most votes of the Active members present shall be elected.

ARTICLE 5

TRUSTEES

5.1 Composition of Board of Trustees

The governing body of the Society shall be a Board of Trustees composed of thirteen officers (president, president-elect, a past president, regional vice-president for Canada, regional vice-president for the United States, six vice-presidents, secretary, treasurer), and the Trustees-at-large. Officers shall be Trustees only while occupying their offices. Only Active members may be Trustees.

5.2 Trustees-at-Large

There shall be twelve Trustees-at-large who shall be elected by the members for terms of two years beginning at the commencement of the first Trustees’ meeting following their election and continuing until the election and qualification of their successors. Six of the Trustees-at-large shall be elected in one year for a two-year term and six shall be elected in the next succeeding year for a two-year term. Any Trustee-at-large may resign by a notice in writing to the president or the secretary.

5.3 Successor Trustee-at-Large

In the event of the death, resignation, or incapacity of any Trustee-at-large, the Board of Trustees shall have the power to elect a successor to serve out the term of such Trustee-at-large.

5.4 Meetings

The Board of Trustees shall hold an annual meeting at the same place as the annual meeting of the Society and immediately prior thereto. The Board of Trustees newly composed at such annual meeting of the Society shall

56 | LES Information hold its first meeting immediately thereafter. The Board of Trustees shall also hold at least one additional meeting on a date set by the president. Other meetings of the Board of Trustees shall be held at such times and places as the Board of Trustees may decide, or at the call of the president, or upon the written request of three or more of the Board of Trustees, addressed to the president or the secretary. Any action required or permitted to be taken by the Board of Trustees or any committee thereof may be taken without a meeting if all of the members of the board or committee consent in writing to the adoption of a resolution authorizing the action. The resolution and the written consents thereto shall be filed with the minutes of the proceedings of the board or committee.

5.5 Attendance by Past-Presidents

Past-presidents (other than the last retired president as he or she is a Trustee) are encouraged to attend and participate in Trustees’ meetings but do not have a vote.

5.6 Quorum

A majority of the members of the whole Board of Trustees (including vacancies), present in person, shall constitute a quorum for the purpose of transacting business at any meeting of the Trustees, but in the absence of a quorum those present at the time and place set for the meeting may take an adjournment from time to time until, without further notice, a quorum is present.

5.7 Appointment of Delegates

The president-elect shall appoint delegates to the Board of Delegates of LES International, subject to the consent of the Board of Trustees; and such appointments shall be for a one-year term concurrent with the calendar or fiscal years of LES International. If temporary or permanent vacancies occur, the president may fill them with the concurrence of a majority of the Executive Committee.

ARTICLE 6

COMMITTEES

6.1 Executive Committee

There shall be an Executive Committee of the Board of Trustees composed of the president, the president-elect, the last retired president, the secretary, the treasurer, and two vice presidents (which may include the regional vice presidents) designated by the President. The Executive Committee may exercise the powers of the board in the intervals between meetings of the board, provided, however, that the actions of the committee shall be reported to the board with reasonable promptness following such Executive Committee actions by written summaries thereof or copies of minutes. The members of the committee shall meet at the call of the president or the president-elect acting on the president’s behalf. A record shall be kept of all actions of the committee whether taken in formal meeting or otherwise.

6.2 Committee on Committees

There shall be a Committee on Committees, of which the president-elect shall be the Chair. This committee shall undertake a continual review of the Society’s committee structure, make recommendations to the board for the establishment or abolition of committees, and changes in the functions and duties of committees. This committee shall prepare and maintain a committee manual for the guidance of other committees.

LES Information | 57

6.3 Membership Committee

There shall be a Membership Committee which shall promote the membership in the Society, pass upon all applications for membership and for reinstatement of membership and elect to active, associate or student membership such qualified candidates as it deems desirable and in the best interest of the Society, consistent with policies determined by the Board of Trustees.

6.4 Nominating Committee

There shall be a Nominating Committee which shall nominate candidates for officers and Trustees-at-large to be elected at the annual meeting and, when called upon to do so, shall help the president-elect select chairpersons of committees. The committee shall be composed of the immediate past president (who shall be the chairperson), president, president-elect and two other members of the Society irrespective of their prior positions in the Society, who are selected by the first three named members of the Nominating Committee by majority vote.

6.5 Ethics Committee

There shall be an Ethics Committee, which shall review the rules of conduct for members from time to time and shall receive and process complaints in respect of violations thereof but only as specifically authorized by the president.

6.6 Further Standing and Special Committees

The Board of Trustees shall have power to establish, abolish and designate the duties of further standing and special committees.

6.7 Appointment of Committees

The president-elect shall at least 60 days prior to the annual meeting of the Society appoint the chairpersons of all committees who are to serve for the ensuing year. In making such appointments the president-elect may consult with and accept the suggestions of other officers, Trustees and members of the Society.

ARTICLE 7

OFFICERS

7.1 In General

(a) The elected officers of the Society will be a president, a president-elect, a past president a regional vice-president for Canada, a regional vice-president for the United States, six vice presidents , a treasurer, and a secretary. Only Active members may be Officers.

(b) Officers shall be elected by the members for a term of one year commencing at the beginning of the first Trustees’ meeting following the annual meeting at which they are elected. However, ceremonial passing of the gavel shall be at the annual meeting at a time and place selected by the president.

58 | LES Information (c) The president with approval of the Board of Trustees shall have power to appoint other officers whose offices do not authorize them to be members of the Board of Trustees.

(d) In the event of the death, resignation, or incapacity of any elected or appointed officer other than the president, a majority of the Board of Trustees shall have power to designate a member to serve out the term of such office.

(e) Any officer may resign by notice in writing to the president or the Secretary.

7.2 President

The president shall:

(a) be the chief executive of and shall represent the Society;

(b) preside at all meetings of the Society and its Trustees;

(c) have the power to make, under the instructions and subject to the approval of the Board of Trustees, contracts for and in the name of the Society and shall have the power to perform such other duties as are usually required or as may be delegated to this office by the Board of Trustees;

(d) be ex-officio a member of all committees, standing and special; and

(e) have the power to appoint counsel to advise the Board of Trustees subject to the consent of the Board of Trustees.

7.3 President-Elect

During the absence and in the event of the death, resignation, or incapacity of the president, the president-elect shall exercise the authorities, powers and duties of the President.

7.4 Vice-President and Regional Vice President

During the absence of the president and president-elect, the vice-president or regional vice president senior in age shall exercise the authority, power and duties of the president. In the event of the death, resignation, or incapacity of the president and the president-elect the vice-president or regional vice president senior in age shall exercise the authorities, powers and duties of the president until such time as the Board of Trustees shall appoint a Successor in accordance with Section 7.1(d). Each vice-president and regional vice president shall have authority to appoint, with the advice and consent of the president, such assistants as may be advisable for proper conduct of the business of the Society. No such appointed person shall have, without express authority from the president or the Board of Trustees, any authority to bind or obligate the Society financially or in any other way whatsoever. The vice-presidents and regional vice president shall perform such other duties and exercise such other powers as may be delegated to them by the Board of Trustees.

7.5 Secretary

The secretary shall keep a record of the proceedings of the Society and of the meetings of the Board of Trustees, which records shall at all reasonable times be open to inspection by any member. The secretary shall issue notices of all meetings of the Society and of the Board of Trustees, conduct correspondence, make an annual report in writing at the annual meeting, and perform such other duties as usually pertain to this office or that may be assigned by the Board of Trustees. The secretary shall provide each member of the Board of Trustees with a

LES Information | 59

written copy of the minutes of each meeting of the board and of the Society as soon as is convenient after the meeting. If the treasurer has not done so, the secretary shall also provide to each Trustee a copy of the most recent financial statements as soon as is convenient after the meeting.

7.6 Treasurer

The treasurer shall be responsible for the collection of monies and take charge of all monies and other assets belonging to the Society, disburse the same upon the authority of the president, and make a full written report of the assets, liabilities, receipts and disbursements at each meeting of the Board of Trustees and at the annual meeting.

ARTICLE 8

FINANCIAL

8.1 Fiscal Year

The fiscal year of the Society shall be the twelve-month period ending December 31 of each year unless otherwise designated by the Board of Trustees.

8.2 Bank Accounts

The Society shall have such bank accounts, as the Board of Trustees shall authorize from time to time. The president shall have authority, subject to revocation by the Board of Trustees, to establish no more than one additional bank account for the Society. All such accounts shall be subject to withdrawal on the signature of any one of the president, the president-elect or the treasurer. The treasurer with the written approval of the president in each case shall have authority to establish a bank account for receipts and disbursements in connection with regional meetings but not for deposit of general funds of the Society, such account to be subject to withdrawal on the signature of the treasurer or such other person or persons as the president shall designate. All persons authorized to withdraw from an account shall be bonded for amounts determined by the Board of Trustees, the cost thereof to be borne by the Society.

ARTICLE 9

LICENSING LAW

9.1 Any proposal for expressing or advocating as the position of the Society any position on a legislative or legal matter may be adopted by the Board of Trustees at a meeting at which at least two-thirds of the whole board (including vacancies) are present and vote in favor of the proposal, or by unanimous written consent of the board if adopted without a meeting.

60 | LES Information 9.2 Whenever, in the discretion of the board, circumstances permit, the board shall, in advance of its vote on the proposal, advise the membership thereof and solicit members’ comments thereon.

9.3 In any matter with respect to which the Executive Committee decides that a position should be taken promptly by the Society in a court, legislative or administrative proceeding, and time limitations are such that timely action cannot be taken by the board in accordance with the foregoing procedures, the Executive Committee shall have full power to act in its place by unanimous vote.

9.4 No position on a legislative or legal matter shall be expressed as the position of the Society after the expiration of three years following its adoption unless a proposal thereof is again adopted in the foregoing manner.

ARTICLE 10

AWARDS OF HONOR

10.1 The Board of Trustees may, with not more than one dissenting vote of those voting, make awards of honor to individuals, irrespective of whether members of the Society, whose achievements have substantially contributed to the improvement of the profession.

ARTICLE 11

WAIVER OF NOTICE

11.1 Whenever notice of any meeting or action is required to be given under the provisions of the laws of the State of New York or under the provisions of the certificate of incorporation or bylaws of the Society, waiver thereof in writing, signed by the person or persons entitled to receive such notice, whether before or after the time fixed for such meeting or action, shall be deemed equivalent to the required notice.

ARTICLE 12

RULES OF CONDUCT FOR MEMBERS

12.1 The rules of conduct for members adopted by the Society, as amended from time to time in the manner hereinafter provided, shall be binding on all members.

12.2 Membership applications shall contain an agreement to abide by such rules and violation thereof shall constitute cause for expulsion from membership or other disciplinary action.

12.3 Such rules may be amended in the same manner as amendment of these bylaws.

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ARTICLE 13

DISSOLUTION

13.1 In the event of dissolution of the Society, the Board of Trustees shall distribute the remaining assets of the Society to a charitable or educational institution selected by the board in its discretion.

ARTICLE 14

AMENDMENTS

14.1 These bylaws may be amended by either of the following methods:

(a) By a two-thirds vote of the whole Board of Trustees (including vacancies), such amendment to be effective until the next annual meeting of the Society; or

(b) By a two-thirds vote of the members voting, in person or by written proxy, at any annual meeting of the Society, provided that such proposed amendment or the substance thereof shall have been presented to the Board of Trustees at least 60 days prior to such annual meeting, and that written notice of such proposed amendment shall have been given to the entire membership at least 30 days prior to such annual meeting.

ARTICLE 15

INDEMNIFICATION

15.1 The Society shall indemnify all officers and Trustees of the Society (including as Officers under Article 7 and Trustees under Article 5 for such purpose the Society Counsel, editor-in-chief of les Nouvelles, all chairs of committees including special committees appointed pursuant to subsection 6.6 of Article 6 of the bylaws and any employees required to act for the Society), for acts within their respective authorities, to the full extent permitted by the not-for-profit corporation law of the State of New York. Any question as to whether a person is eligible for indemnification in a specific matter, as having met in the circumstances the applicable standard of conduct set forth in the law, shall be determined either by a special committee of at least three Trustees who are not parties to the matter and who are appointed by the Board of Trustees, or in a written opinion by an independent legal counsel who shall be designated by the Board Of Trustees.

62 | LES Information Rules of Conduct for Members

In order to promote and establish the professional standing of members of this Society and in order to enhance the trust of the public in members of this Society, the following rules of conduct are adopted. For purposes of these rules of conduct, the conduct of a corporation, partnership or other entity which is owned, controlled, or managed at least in part by a member may be imputed to the member. The spirit of these rules should be a proper guide for the conduct of its members to establish confidence of the public in the profession of licensing.

1. Obligation under Other Rules of Ethics

The duties imposed by these rules of conduct shall be in addition to the rules of conduct imposed by membership or status in other professions or organizations.

2. Duty to Client/Employer

Each member owes to his or her client/employer full and candid disclosure of his or her judgment and opinion as to potentially licensable properties and any markets therefor, including therein full disclosure of the nature and extent of any market, engineering or other studies and degree of reliability of any studies underlying such judgment and opinion.

3. Misrepresentation

It is the duty of every member of this Society to make a fair representation as to the nature, quality, and extent of the subject matter being licensed. Puffing and exaggeration have no place in the licensing or sale of intellectual property. Representations as to performance, reliability, or value should be supported by fact, and any statement which is not supported by fact should be identified as opinion. Members shall not withhold, prior to or during licensing negotiations, basic information of a negative nature, whether requested or not.

4. Conflicts

It is unprofessional to represent both parties involved in the licensing or sale of intellectual property or to represent conflicting interests in the same transaction without the knowledge and express consent of both parties involved. Prior to accepting employment with a client, it is the duty of a member to disclose any interest which might be adverse to a client.

5. Interest in the Subject Matter Being Licensed

It is the duty of a licensing professional to disclose the fact that he or she has an interest in the subject matter being licensed.

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6. Confidence

It is the duty of a member of this Society to respect and hold inviolate the confidences of a client. In the absence of other agreement with the client, termination of the employment with the client will not terminate this obligation, but the duty is relieved by the fact that the information given in confidence is generally known. In the event that confidences of a previous client prevent him or her from fully discharging duties to the subsequent client, the member shall immediately notify the subsequent client of such disability.

7. Advertising and Solicitation

A member in personal conduct and in contacts with the public and clients should not behave in a manner that brings discredit on the Society or the member. In particular a member should not use any business card, letterhead, directory listing, advertising material or any other form of communication which is undignified or which is false, deceptive or misleading or likely to create false or exaggerated expectations as to the skill, experience or ability of such member or the value or cost of the services or facilities offered or as to the results to be accomplished through such services or facilities.

8. Membership Lists

The Society may use the information collected in my completed membership form (“information”) for the following purposes: to provide notices and information about the Society, its activities and meetings, to me through mail, fax, e-mail or other mode of communication; to publish my information in its membership directories, available in hard copy, electronic and otherwise; to publish my information in the Society’s meeting/function attendance lists; and to maintain my information in the Society’s databases for use by Society in furtherance of its activities. The Society will not sell my name or address; but may exchange information lists with organizations of like interests. The Society has a privacy officer. I may contact the privacy officer to find what information the Society has about me in its files. The information is retained while I am a member and for 3 years thereafter. The membership and attendance lists are the property of the Licensing Executives Society (U.S.A. and Canada), Inc., and are entrusted to Society members for their personal information only. Reproduction of such lists is not authorized and their use for general mailings or similar purpose, including use as a general mailing list for invitation to functions at Society meetings not specifically authorized by the Society or as a general mailing list for business solicitations, is unethical.

9. Enforcement

Any charge of violation of these rules of conduct or any other disciplinary charge within the scope of business of the Society shall be made by presenting in writing specific information relating to such charge to the Chair of the Ethics Committee, who, if deeming it appropriate, shall request approval by the Executive Committee of the makeup of a subcommittee of at least three members of the Society, and, upon such approval, shall cause such subcommittee to make a preliminary investigation of the information relating to the charge, to make a report summarizing the information known to the subcommittee and to make a recommendation to the Ethics Committee. If in the opinion of the Ethics Committee further action is appropriate, the Executive Committee shall appoint a Review Committee of three or more present or past officers or Trustees to consider the charges and make recommendations to the Board of Trustees which shall have power to expel or otherwise discipline the accused. The accused shall be notified in writing by the Review Committee of the nature of the charges and shall have the right to submit a written answer thereto in accordance with such procedures and time limitations as such committee shall prescribe.

64 | LES Information 10. Compliance with Laws and Regulations

It is the duty of each member of the Society to comply with all federal, state and local laws and regulations and all rules of conduct imposed upon the member by membership in other professional organizations, governing the conduct of persons engaged in licensing, processing of patent applications, promotion of patents and inventions or transfer of technology; and a final determination by a competent authority that the member has violated any such law, regulation or rule may be a basis for discipline or expulsion from the Society by the Board of Trustees without compliance with the enforcement procedures set forth in Section 9 of these Rules.

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Society Plan

LICENSING EXECUTIVES SOCIETY

(U.S.A. and CANADA), INC.

2005 – 2006 SOCIETY PLAN

A. Purpose of Society Plan

Since the Licensing Executives Society (USA & Canada), Inc. (“LES” or “the Society”) was established in 1966 as a business-oriented society of licensing executives, it and the other member societies of LES International (LESI) have grown impressively. Licensing as a professional skill has expanded from simple stand-alone license agreements to include a variety of arrangements for transferring technology and other forms of intellectual property such as joint ventures, strategic alliances, direct foreign investment and other cooperative relationships that involve technology and/or intellectual property.

The purposes of this plan are to (1) restate the Society Mission as set forth in the Section 1.3 of the Bylaws, (2) describe the beginnings of a Long Range Vision that will be developed further in strategic planning sessions this coming year, and (3) provide a concise statement of the functional responsibilities and objectives of the Board of Trustees.

B. Society Mission

LES (USA & Canada) was founded in 1966 by a group of individuals who were engaged in the profession of licensing and other aspects of transferring intellectual property. Their purpose was to establish a professional society enabling its members to learn from one another and to encourage high professional/ethical standards. In 1982, LES International (LESI) was founded, and LES (USA & Canada) became a member society of LESI.

The purpose of LES (USA & Canada) as restated from Section 1.3 of the Society Bylaws is:

• To encourage high standards and ethics among persons engaged in licensing, other transfers of technology, and intellectual property rights.

• To assist members in improving their skills and techniques in licensing, other transfers of technology, and intellectual property rights through education, publications and exchange of ideas.

• To inform the business community and governmental bodies of the economic significance and importance of licensing, other transfers of technology, and intellectual property rights and the high professional standards of those engaged in the profession.

• To assist in furthering the employment of technology through licensing and other transfers of intellectual property.

LES (USA & Canada) has grown to be the preeminent association of intellectual capital managers in North America with more than 6,000 members. LESI is now a worldwide federation of more than 30 member

66 | LES Information societies with more than 12,000 individual members from more than 80 countries. With this growth in stature, members and geographical diversity, the scope of activities and services available to LES members in North America has grown significantly.

C. Long Range Vision

In May 2003, the Board of Trustees began a strategic planning exercise. The following elements were part of the 2003 Long Range Vision and will be further developed throughout 2006:

Over the last several years, LES has focused extensively on internal reorganization and development. From a new administrative staff to a restructured Board of Trustees, LES has revamped its internal structures to better serve its growing membership. Beginning in 2002, LES began to focus more directly on the needs and interests of its members.

At the conclusion of 2003’s strategic discussions, much of the emphasis was on LES’s role in the external world. While deliberating if and how to impact this larger audience, the plan for this year was to devote more time and attention to the needs and interests of its current and potential members. This will create a greater awareness of the Society and help clarify its future role.

LES has a trio of principles which guide our value to the professional world in which we exist. These can be expressed by the goals in our Strategic Plan:

• To provide educational opportunities in the business and law of licensing – “learning”

• To increase opportunities to form business relationships and facilitate business transactions among our members – “belonging”

• To serve as a forum for the selection and dissemination of best practices in business development and intellectual property management – “helping”

Initiatives for future development under each of these goals have been underway, with recognition that full realization of the third goal will be outside the time frame of this planning period. Near term efforts will be focused on the following initiatives (each indicated by the open circle symbol):

Provide educational opportunities in the business and law of licensing

• Train the next generation of talented business development and IP management professionals

o Continue to offer and expand our educational curriculum, including joint offerings with other entities (BIO, etc)

o Develop and highlight cross-industry case studies on persistent licensing issues to provide learning opportunities for Advanced members

o Design workshops at each meeting to be facilitated round tables, led by experienced members

o Establish online forums and moderated discussion boards on timely topics, including the continuation of popular topics at meetings

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• Identify and facilitate career path options

o Encourage Committee chairs to serve as mentors in their specialty areas (trademarks, strategic alliances, valuation)

• Offer a diverse mix of learning experiences, including mentoring and leadership training

o Provide mentoring at each level of LES membership (beginner, intermediate, advanced) and in each type of profession (legal, business, technical)

o Identify one group of workshops for “first-time” workshop presenters

o Offer teaching and leadership opportunities for Advanced members through Tech Transfer Seminars and round table facilitation

Increase opportunities to form business relationships and facilitate business transactions among our members

• Offer diverse and well attended local and national meetings

o Continue to offer excellent programming and value at national meetings

o Encourage established local chapters and mentor new chapters

• Provide opportunities for professional networking

o Propose eliminating current set of LES professional interest committees in favor of project-focused working groups that would come together for a brief period of time to work on specific activities.

o Encourage industry sectors to form smaller, industry-specific committees (i.e., Software Committee within High Technology Sector)

o Facilitate informal, small group social activities (dinners, entertainment) at LES meetings (i.e., informal industry sector dinners at each national meeting)

• Exploit the synergy created by the intersection of business, legal and technical interests

o Expand LES membership committee (to approximately 20 members) to collect input from a cross-section of industries and professional interest groups

o Continue membership focus groups to identify interests and needs of experienced members who may not be active

o Develop and highlight cross-industry case studies on persistent licensing issues to provide learning opportunities for Advanced members

• Increase awareness of international dimension, including participation in LESI

o Encourage LESI to hold an International Conference within the US (May 2008)

o Offer International content during final day of LES Annual Meeting; provide single day registration fee for international members

o Encourage LES International Committee to collaborate with LESI Pan American Committee

68 | LES Information Serve as a forum for the selection and dissemination of best practices in business development and intellectual property management

• Define and promote development of the profession

o Propose moving les Nouvelles to public section of LES website

o Show brief “What is LES?” slide show at all LES events to educate non-members

• Advocate the value and benefits of licensing to opinion leaders and policy makers

o Continue to distribute an LES information kit (print and electronic) to create interest in the Society. Focus distribution to to target outlets in advance of each event

• Elevate understanding and positive image of IP licensing

o Offer basic licensing tools and resources on LES website

• Facilitate policy debate on IP and licensing issues

o Establish LES Advisory Board comprised of leading authorities in licensing

• Integrate national and international perspectives

o Identify plenary speakers from international companies to address Annual Meeting

o Re-establish LES speakers bureau to identify qualified speakers willing to address international meetings

LES Information | 69

D. The Board of Trustees

The Society is managed by the officers and trustees on the Board of Trustees, which is organized in the following manner for 2006.

The responsibilities of each Officer and Trustees are set forth below.

President

• Manage the general affairs of the Society

• Direct strategic and policy decisions of the Society

• Preside over meetings of the Society and the Board of Trustees

• Convene meetings of the Executive Committee

• Appoint ad hoc committees as necessary

• Delegate activities to appropriate Vice Presidents, Trustees and committees

• Act as an ex officio member of all committees

• Act as spokesman for the Society to external organizations

• Contract for and in the name of the Society in matters of Society business

• Chair the USA/Canada delegation of International Delegates for LESI

70 | LES Information President-Elect

• Exercise the powers and duties of the President during absences of the President

• Prepare for upcoming year as President by:

• Selecting sites for seasonal meeting during term as President

• Updating the Society Plan including selection of Trustee functional assignments

• Appointing Committee and Industrial Sector Chairs as well as International Delegates

• Chair Committee on Committees

• Prepare the Committee Manual

• Provide a written report for the Annual Report

Past President

• Participate as a member of the Executive Committee

• Chair nominating committee

• Chair Council of Past Presidents

• Serve as a liaison to LESI

• Solicit and evaluate nominees for the Licensing Achievement Award

Secretary

• Custodian of Society records

• Record minutes of Board and Executive Committee meetings

• Provide each member of the Board with written copies of minutes of Board meetings and Executive Committee meetings within 15 days of the meeting

• Record all resolutions affecting operations of the Society

• Assist the President in developing agendas for Board and Executive Committee meetings

• Issue notices of and agendas for Board and Executive Committee meetings

• Ensure all necessary material is received by all Officers and Trustees in advance of all meetings

• Provide a written annual report for delivery at each annual business meeting of the Society

• Prepare all reports requested by LESI

Regional Vice Presidents

• Co-Chair the Strategic Planning Committee

• Monitor and promote membership in the region in cooperation with the Trustee for Membership

• Monitor, visit and encourage local chapter meetings within region

• Propose meetings and activities of interest to members in the region

• Keep all members informed of significant developments in the region that bear on licensing

• Maintain information on activities in the region and report on such activities to the Board

• Assist and encourage publication in les Nouvelles and Viewpoints of information on region activities

• Monitor other professional societies related to licensing and technology transfer, and to maintain good working relationships with such societies.

Treasurer

• Manage the financial assets of the Society, including

• Collect all money due to the Society

• Pay all proper debts of the Society

• Invest assets of the Society

• Manage and monitor Society investments

• Recommend financial policies for the Society to the Board

• Prepare annual budgets for approval by the Board

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• Prepare 3-5 year financial plans for the Society

• Review and approve financial statements

• In conjunction with the Vice President Administration, monitor expenses of the Administrative Office

• Monitor committee, sector and chapter expenses

• Coordinate internal and external audits

• Prepare and present a written annual financial report at each annual business meeting of the Society

VP Administration

• Work with the Executive Director of the Society Office to staff and maintain a service-orientated headquarters office providing Board and Committee support as well as financial, administrative, meeting and membership services

• Monitor Society growth and organizational changes to better anticipate future leadership and member needs and make recommendations for appropriate Office staffing and direction

• In cooperation with the Treasurer, develop and propose to the Board a budget for the Office

• In cooperation with the Treasurer, establish and monitor methods for cost-efficient operation of the Office

VP Membership

• Lead two Trustees responsible for the Society’s relationship with its membership and recruitment of new membership

• Establish strategic and tactical guidelines for the recruitment of new members as well as the retention of established members

• Carry out focus groups to aid in membership recruitment, retention and to increase member activity in the Society

Trustee New Membership

• Serve as the Chair of the Membership Committee

• Identify individuals and groups who are qualified for membership and to promote membership to those individuals and groups

• Identify areas of the profession that are under represented in the membership and to actively pursue membership in those areas

• Assist in raising the profile of the Society to attract more members

• Pursue membership by senior decision makers in businesses, universities and government agencies that include technology transfer within their scope of activity

Trustee Mentoring

• Chair of the Mentoring Committee

• Monitor the need of the Society’s new and established members for mentoring activities

• Recommend programs and initiatives to assist LES mentors and protégés.

• Establish lists of available mentors to offer to members in need.

72 | LES Information VP Education

• Lead two Trustees responsible for meeting content, the Professional Development Program, and the Technology Transfer Seminar

• Establish a yearly and long-range educational plan for the Society, including the offering of established courses and recommendations on the development of new courses

• Monitor and coordinate all Society educational events

Trustee New Offerings

• Ex officio member of each meeting program committee, to monitor quality programs for fresh, timely and relevant information while avoiding repetition of topics and speakers, such as continuing the titans of judiciary session offered at the 2005 Annual Meeting.

• Improve the quality of meeting programs by investigating new meeting content. For example, investigate the success or failure of experiments at meetings, such as, the round table format used at the 2005 Winter Meeting

• Focus on new program initiatives and developing ideas for training or networking opportunities

• Investigate whether we should embark on web-based professional development programs and if so how we might begin to implement such an activity.

Trustee Professional Development Program

• Provide a recognized, comprehensive professional development series, comprised of Fundamentals,

Intermediate and Advanced Intellectual Asset Management.

• Present education and professional development programs at times and locations to make such programs reasonably available to members

• Develop a cadre of qualified and willing faculty for the program

• Integrate the Technology Transfer Seminar into the curriculum of the Professional Development Series

VP Communication

• Lead three Trustees responsible for Partnering, LES Web Site, and Marketing

• Coordinate efforts with LESI regarding the Membership Directory and les Nouvelles

• Chair the Communications Committee , which oversees all publications of LES (USA & Canada). These publications include Viewpoints, the Annual Report, and any other publications of the Society

• Facilitate the awareness of Society activities and communication among its members

• To provide the Society membership with a quality newsletter containing current information about Society functions with emphasis on local chapter and committee activities

• Provide marketing for LES through Tech fairs, Sponsorship and other opportunities to create awareness of LES.

Trustee Marketing

• Establish the Society as the “go to” organization for education on technology transfer and intellectual asset management

• Develop and implement a plan for generating media and professional literature interest in Society functions and events

• Cooperate with all Officers, Trustees and committees to maximize public awareness of the Society and its purposes

• Serve as a liaison to LESI for communications issues

• To establish and monitor the Society’s Sponsorship and Tech Fair programs.

• Annually review and update the LES Sponsorship Opportunities program

LES Information | 73

• To provide through the Society’s web site a marketing venue to attract new members

• To provide new ideas for extending the LES brand to underrepresented industries (i.e., the LES exhibit and panel presentation at the 2005 Society of Automotive Engineers annual conference.),

Trustee LES Web site

• To establish the Society web site as the first point of reference for members, potential members and others interested in the profession, in the Society and in the Society’s activities

• To provide through the Society web site a convenient means for internal Society communication

• To facilitate meeting registration, membership renewal, updating member information and other member services through the LES web site

• To oversee the twice-monthly electronic newsletter and other electronic communications to members in collaboration with the LES staff.

Trustee Partnering

• To establish and monitor the Society’s Partnering program.

• To ensure that Partnering is offered at the annual meeting and to provide feedback on its effectiveness.

• To provide the Society’s Partnering program marketing venues to attract members to participate.

VP Local Chapters

• Lead three Trustees responsible for local chapter activity in the USA and Canada

• Facilitate member education and networking in each major metropolitan area

Trustees USA-East, USA-West and Canada

• Oversee establishment of an active local chapter in every major metropolitan center in the USA and Canada

• Promote regular meetings of each local chapter with substantial attendance (20 – 100 members)

• Provide each local chapter promotional materials regarding the Society and upcoming meetings to distribute to members

• Encourage local chapters to provide their members with programs of professional education

• Utilize the local meetings to promote and encourage new membership as well as attendance at the Annual and seasonal meetings

• Provide material of interest on local chapters, their meetings and their members for publication in Viewpoints

VP Member Interests

• Lead two Trustees responsible for Industrial Sectors and Professional Committees

• Facilitate member education and networking in specific functional areas

• Evaluate (at least annually) the range of member services

• Make recommendations for changes and improvements.

74 | LES Information Trustee Industrial Sectors

• Facilitate Sector activities for each industry identified by LESI as well as other areas of interest by our membership

• Ensure active member participation and rotation in sector leadership using a Chair elect, Chair and Past Chair governance

• Foster and support networking within industry groups

• Facilitate industry based meeting content

• Encourage sectors to routinely generate articles for publication in les Nouvelles and Viewpoints

• Coordinate with committees to collect required Annual Sector Plans

Trustee Committees

• Work with the President-elect to identify and form committees that facilitate debate and education in major areas of professional interest

• Ensure active member participation and rotation in professional committee leadership using a Chair elect, Chair and Past Chair governance

• Encourage committees to routinely generate articles for publication in les Nouvelles and Viewpoints

• Evaluate and recommend new membership structures to meet the changing needs and interests of licensing professionals

• Coordinate with committees to collect required Annual Committee Plans

LES Information | 75

2005/2006 Board of Trustees

President Regional Vice President (U.S.) VP Local Chapters

Dwight C. Olson Thomas A. Picone Arthur S. Rose

Iron Mountain, Inc. Schering-Plough Corp. Knobbe, Martens, Olson & Bear, LLP

9265 Skypark Court 2000 Galloping Hill Road 2040 Main Street

Suite 200 Kenilworth, NJ 07033 USA 14th Floor

San Diego, CA 92123 USA Tel: (908) 298-4082 Irvine, CA 92614 USA

Tel: (858) 499-1613 Fax: (908) 298-7366 Tel: (949) 760-0404

Fax: (858) 499-1607 Email: tom.picone@spcorp.com Fax: (949) 760-9502

Email: dwight.olson@ironmountain.com Email: arose@kmob.com

President Elect Regional Vice President (Canada) VP Member Interests

Allen R. Baum Francois Painchaud Walter G. Copan

Hutchison & Mason PLLC Leger Robic Richard L.L.P. Clean Diesel Technologies, Inc.

3110 Edwards Mill Road Centre CDP Capital 300 Atlantic Street

Suite 100 1001 Victoria Square, Bloc E, 8th Floor Suite 702

Raleigh, NC 27612 USA Montreal, QC H2Z 2B7 CANADA Stamford, CT 06901-3522 USA

Tel: (919) 829-9600 ext 310 Tel: (514) 987-6242 Tel: (203) 327-7050

Fax: (919) 829-9696 Fax: (514) 845-7874 Fax: (203) 323-0461

Email: abaum@hutchlaw.com Email: fpch@robic.com Email: wcopan@cdti.com

Secretary VP Administration VP Membership

Thomas J. Filarski Margaret Moizel Brian R. Oliver

Brinks Hofer Gilson & Lione IP Compliance Management, LLC CRA International

455 N. Cityfront Plaza Dr. 6538 Collins Avenue, Ste 206 101 N. Wacker Drive

Suite 3600 Miami Beach, FL 33141 USA Suite 1600

Chicago, IL 60611 USA Tel: (917) 923-9229 Chicago, IL 60606 USA

Tel: (312) 321-4243 Fax: (305) 675-0734 Tel: (312) 377-2323

Fax: (312) 321-4299 Email: moizel@ipcmllc.com Email: boliver@crai.com

Email: TJF@brinkshofer.com Fax: (312) 357-1001

Past President VP Communication Trustee

D. Patrick OʼReilley Ada C. Nielsen Nila D. Bhakuni

Finnegan, Henderson, Farabow, BP America Inc. Rice University

Garrett & Dunner, L.L.P. 546 Timber Lane Office of Technology Transfer--MS 705

901 New York Avenue, NW Lake Forest, IL 60045 USA P.O. Box 1892

Washington, DC 20001-4413 USA Tel: (630) 961-6276 Houston, TX 77251-1892 USA

Tel: (202) 408-4100 Fax: (847) 234-4134 Tel: (713) 348-6231

Fax: (202) 408-4400 Email: nielsenc@bp.com Email: bhakuni@rice.edu

Email: pat.oreilley@finnegan.com

Treasurer VP Education Trustee

Michael J. Lasinski Phillip W. Barnett Mark A. Butler

Center for Applied Innovation PricewaterhouseCoopers LLP WestPac Terminals, Inc.

20 N. Wacker Drive One North Wacker Drive 400, 840 - 7th Avenue SW

Suite 2708 Chicago, IL 60606 USA Calgary, AB CANADA

Chicago, IL 60606 USA Tel: (312) 543-9094 cell Tel: (403) 286-8482

Tel: (312) 485-8500 Fax: (312) 298-7272 Fax: (403) 288-2871

Email: mlasinski@cfainnovation.org Email: phil.barnett@us.pwc.com Email: markbutler@westpacterminals.ca

76 | LES Information

Trustee Trustee

William J. Fields James C. Vlazny

WJF Consulting Licensing International, Inc.

3067 Paseo Estribo 818 Solar Lane

Carlsbad, CA 92009 USA Glenview, IL 60025-4465 USA

Tel: (714) 330-4078 Tel: (847) 724-0265

Fax: (760) 804-3725 Fax: (847) 724-0267

Email: fieldsw65@yahoo.com Email: jamesvlazny@aol.com

Trustee Trustee

Gary R. Hooper Linda A. Webb

Hooper & Associates Defined Health

229 Brannan Street 163 Madison Avenue

Suite 9E Suite 200

San Francisco, CA 94107 USA Morristown, NJ 07960 USA

Tel: (650) 255-1446 Tel: (973) 292-5001

Fax: Fax: (973) 292-5002

Email: g.hooper@earthlink.net Email: lindawebb@definedhealth.com

Trustee Trustee

Gary M. Nath Glenn Wheeler

Nath & Associates PLLC TAEUS International Corporation

1030 15th Street, N.W. 101 North Cascade Ave

6th Floor Suite 400

Washington, DC 20035 USA Colorado Springs, CO 80903 USA

Tel: (202) 775-8383 Tel: (719) 325-5003

Fax: (202) 775-8396 Fax: (719) 632-5175

Email: gmn@nathlaw.com Email: gwheeler@taeus.com

Trustee Trustee

John C. Paul Joseph S. Zakrzewski

Finnegan, Henderson, Farabow, Reliant Pharmaceuticals, Inc.

Garrett & Dunner, L.L.P. 110 Allen Rd

901 New York Avenue, NW Liberty Corner, NJ 07938 USA

Suite 700 Tel: (908) 542-4410

Washington, DC 20001-4413 USA Fax:

Tel: (202) 408-4109 Email: jzakrzewski@reliantrx.com

Fax: (202) 408-4400

Email: john.paul@finnegan.com Counsel

Ernest G. Posner

Trustee Posner Associates

Paul A. Roberts 2232 N. Stone Ridge Lane

Accenture Villanova, PA 19085 USA

11951 Freedom Drive Tel: (610) 525-1153

Reston, VA 20190 USA Fax: (610) 525-1998

Tel: (703) 947-4030 Email: paernie@aol.com

Fax: (704) 632-4630

Email: paul.a.roberts@accenture.com

Trustee

Gerald J. Siuta

Siuta Consulting, Inc.

14 Georgetown Oval

New City, NY 10956 USA

Tel: (845) 634-4491

Fax: (845) 634-7639

Email: gjsiuta@siutaconsulting.com

Licensing Executives Society (U.S.A. and Canada), Inc.

1800 Diagonal Road • Suite 280 • Alexandria, VA 22314

Tel: (703) 836-3106 • Fax: (703) 836-3107 • Email: info@les.org • Web site: http://www.usa-canada.les.org

Licensing Executives Society

(U.S.A. and Canada), Inc.

Local Chapters

USA Canada

Albany Calgary

Arizona Edmonton

Atlanta Montreal

Austin Ottawa

Boston Toronto

Chicago Vancouver

Cincinnati

Cleveland

Dallas

Denver

Fairfield-Westchester Counties

Florida

Franklin Pierce Law Center

(Student Chapter)

Houston

Idaho-Montana

Indiana

Kansas City

Los Angeles

Maryland

Michigan

Minneapolis-St. Paul

New Jersey

New Mexico

New York

Oklahoma

Orange County

Philadelphia

Research Triangle Park

Rochester (NY)

Salt Lake City

San Diego

San Francisco Bay Area

Seattle

Silicon Valley

St. Louis

Toledo

Washington, DC

Wisconsin

Professional Interest

Committees

Consultants

Intellectual Asset Reporting Standards

International

Licensing Office and Structure Management

Small Business

State and Federal Regulations/Contracts

Strategic Alliances

Trademark Licensing

Trade Secrets Licensing

Valuation and Taxation

Women in Licensing

Industry Sectors

Consumer Products

Chemicals, Energy & Materials

Financial Markets

Health Care

High Technology

Industry/University and Government Laboratory Transactions

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