Licensing Agreements Under COMESA Merger Control Regimes

Licensing agreements occupy a structurally ambiguous position in merger control. They sit between asset acquisitions and ordinary commercial contracts. Licensing agreements differ in structure and intend from M&A and joint venture transactions. Nonetheless, they may lead to change of control over a commercial activity related to the license. Where such transfer is not just provisional, it may raise competition concerns that merit merger control review. The COMESA Competition and Consumer Commission (CCCC) has not issued specific guidelines clarifying how licensing agreements should be treated in a merger control context and published decisional practice remains limited. Hence, when dealing with licensing agreements under the COMESA merger control regime, parties have limited means to assess their notification obligations. Consulting merger control regimes that have further developed the treatment of licensing agreements may therefore provide useful guidance. Given that the COMESA