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Standard License Agreement
"I need a Standard License Agreement for granting exclusive rights to a Malaysian software company to use our proprietary AI technology in Southeast Asia, with quarterly royalty payments and strict confidentiality provisions."
1. Parties: Identification of the licensor and licensee with full legal names and registered addresses
2. Background: Context of the agreement, brief description of the licensed property, and general purpose of the license
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. License Grant: Scope and nature of the license (exclusive/non-exclusive), territory, and permitted uses
5. License Restrictions: Specific limitations on use, prohibited activities, and restrictions on sublicensing
6. Payment Terms: License fees, payment schedule, calculation methods, and late payment consequences
7. Intellectual Property Rights: Ownership declarations, protection of IP rights, and handling of improvements
8. Confidentiality: Protection of confidential information exchanged during the license relationship
9. Term and Termination: Duration of the license, renewal terms, and grounds for termination
10. Warranties and Representations: Warranties regarding ownership, non-infringement, and quality assurances
11. Limitation of Liability: Caps on liability and exclusions of certain types of damages
12. Indemnification: Obligations to defend and compensate for third-party claims
13. General Provisions: Standard clauses including governing law, notices, assignment, and entire agreement
1. Source Code Escrow: For software licenses, provisions for source code deposit and release conditions
2. Quality Control: For trademark or brand licenses, specific quality standards and monitoring procedures
3. Training and Support: Details of technical support, maintenance, or training services if included
4. Export Control: For international licenses involving regulated technologies or products
5. Data Protection: When personal data processing is involved in the licensed activities
6. Performance Requirements: Minimum performance or sales targets for commercial licenses
7. Audit Rights: Rights to audit licensee's use and compliance with license terms
8. Insurance Requirements: Specific insurance coverage requirements for high-risk licenses
1. Schedule 1 - Licensed Property: Detailed description of the licensed intellectual property, including specifications
2. Schedule 2 - Fee Schedule: Detailed breakdown of license fees, royalty calculations, and payment terms
3. Schedule 3 - Technical Specifications: Technical requirements, standards, and specifications for using the licensed property
4. Schedule 4 - Service Level Agreement: Performance standards and support levels if maintenance is included
5. Schedule 5 - Approved Sub-licensees: List of pre-approved sub-licensees if sublicensing is permitted
6. Schedule 6 - Territory Definition: Detailed description of geographic territories where license rights apply
7. Appendix A - Usage Guidelines: Specific guidelines for proper use of the licensed property
8. Appendix B - Reporting Templates: Standard forms for required reports and notifications
Authors
Technology and Software
Manufacturing
Pharmaceuticals and Healthcare
Consumer Goods
Media and Entertainment
Telecommunications
Education and Training
Research and Development
Biotechnology
Industrial Equipment
Automotive
Green Technology
Legal
Intellectual Property
Commercial
Business Development
Compliance
Research and Development
Technology
Operations
Finance
Product Development
Strategy
Innovation
Legal Counsel
Intellectual Property Manager
Licensing Director
Commercial Manager
Business Development Manager
Contract Administrator
Technology Transfer Officer
IP Rights Manager
Compliance Officer
Chief Technology Officer
Chief Legal Officer
Partnership Manager
Innovation Director
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