cases, the lumpsum merely represents the 'capitalization' (PV) of a part of the running royalties. Combined Lumpsum and Running Royalties This combination of royalties is met with in 'technology contracts' where more than one form of intellectual property is licensed out combined, possibly, with a knowhow license, and in many cases, with a straight knowhow license alone. Where the transfer of know-how is solely the province of contract, the lumpsum often works as 'insurance' against misuse of know-how by the licensee, since there is no protective statute for it (unlike with patents and trademarks), while the 'running royalty' can be insurance for the licensee in that the licensor would provide inputs so as to maximize income (thus to the benefit of both). Alternatively, the running payments may be to spread an otherwise lumpsum component. Technical assistance fees In many contracts involving the use of knowhow (and associated IP), 'technical assistance' may be encountered as a part of the contractual process, particularly in developing country contracts. The assistance comprises services which are not in the nature of IP but are needed by the licensee to accomplish its objectives. They are of a specialized nature linked to the knowhow, for instance, procurement of equipment, the setup of a production facility or training of licensee personnel, on-site and off-site. These costs would bear no relationship to the royalties, although they are most often provided by the licensor. ( See *Licensing Guide For Developing Countries', World Intellectual Property Organization (WIPO), 1977, Section H). The cost of such services arises from delineating the skill-mix and 'man'-hours of effort involved (domestic and expatriate personnel) and providing for supervision overhead. The costs of different skills is in the public domain and can be readily estimated. The overhead percentage, however, is a negotiated element References Guidelines for Evaluation of Transfer of Technology Agreements, United Nations, New York, 1979. Manual on Technology Transfer Negotiation, United Nations Industrial Development Organization, Vienna, Austria, 1996 (Modules 6 and 16), 1996. Licensing Guide For Developing Countries', World Intellectual Property Organization (WIPO), 1977. Licensing