CMA finalises tech-licence guide under 2026 block exemption

Businesses licensing technology for production can now test their agreements against the Competition and Markets Authority's final guidance on technology transfer agreements, published on 10 November 2026GOV. The package comprises guidance on the application of the Chapter I prohibition in the Competition Act 1998 to technology transfer agreementsGOV and an accompanying overview for businessesGOV. The overview introduces the competition rules and the main points for assessing whether an agreement falls within the block exemption; it is to be read alongside the full guidance.

The final guidance closes a sequence that began with the expiry of the Assimilated Technology Transfer Block Exemption Regulation on 30 April 2026GOV and the coming into force of its domestic successor, the Competition Act 1998 (Technology Transfer Agreements Block Exemption) Order 2026, on 1 May 2026Legislation. The Order was made on 25 March 2026 and extends to England and Wales, Scotland and Northern Ireland. It followed the Authority's final recommendation to the Secretary of State of 30 September 2025. The Authority consulted on draft guidance from 30 April 2026; that consultation closed on 11 June 2026.

The Order specifies as technology transfer agreements, for the purposes of section 6 of the 1998 Act, agreements between two undertakings licensing technology rights for the production of particular products by the licensee or a sub-contractor of the licenseeLegislation, and assignments of technology rights for production by the assignee where part of the exploitation risk remains with the assignor. Cover extends to directly related provision for the licensee's purchase of products and for other licensing or assignment of intellectual property rights or know-how, but only so far as that provision is directly related to the production or sale of the contract products.

Technology rights in the Order comprise know-how, patents, design rights whether registered or unregistered, rights in semiconductor topographies, supplementary protection certificates, plant breeders' rights, copyright in software, copyright in a database and database right, with applications for certain of those rights. Know-how must be secret, significant and useful for production or sale, and described comprehensively enough to verify those criteria; secret means not generally known or easily accessible. A contract product is a product produced directly or indirectly on the basis of the licensed rights, and product covers goods and services including intermediate and final ones.

The Chapter I prohibition bans agreements between undertakings whose object or effect is the prevention, restriction or distortion of competition within the United Kingdom, unless exemptLegislation. A block exemption automatically exempts agreements in a specified category that satisfy its conditions, giving legal certainty instead of case-by-case justification on efficiencies and benefits. Under the 2026 Order, the exemption operates subject to the market-share and other thresholds, the hardcore-restriction and excluded-restriction conditions, and an obligation to provide information. It lasts while at least one licensed right has not expired, lapsed or been declared invalid, or while licensed know-how remains secret; where know-how ceases to be secret through the licensee's act or omission, the exemption applies for the duration of the agreement.

In practice, businesses handling patents, design rights, software copyright and know-how for the production of goods or services should run licences through the final guidance and the overview, checking the block-exemption conditions and, outside it, whether the agreement complies with competition law. Licensing arrangements in research and development agreements and in specialisation agreements falling within the 2022 block exemption orders sit outside this Order.

Legal basis is the Competition Act 1998, sections 2 and 6, and the Competition Act 1998 (Technology Transfer Agreements Block Exemption) Order 2026 (SI 2026/369).