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License Option
"I need a License Option Agreement under Belgian law for a novel pharmaceutical compound, with an option period until June 2025 and including provisions for milestone payments during development phases and regulatory approval requirements."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement, including description of the intellectual property and business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of Option: Terms of the option grant, including exclusivity status and territory
5. Option Period: Duration of the option and any extension provisions
6. Option Fee: Financial terms for the option, including payment schedule and method
7. Exercise of Option: Process and requirements for exercising the option
8. Proposed License Terms: Key terms of the license that will be granted if the option is exercised
9. Confidentiality: Obligations regarding confidential information exchanged during the option period
10. Representations and Warranties: Standard representations about authority to contract and IP ownership
11. Termination: Circumstances under which the option agreement may be terminated
12. Governing Law and Jurisdiction: Specification of Belgian law as governing law and jurisdiction for disputes
13. General Provisions: Standard boilerplate clauses including notices, entire agreement, and amendments
1. Due Diligence Rights: Rights to conduct due diligence on the IP - include when the licensed IP is complex or high-value
2. Development Obligations: Any continuing development obligations during the option period - include for technology still under development
3. Right of First Refusal: Rights regarding other potential licensees - include when exclusivity is a key consideration
4. Milestone Payments: Additional payments tied to achievements - include for phased developments
5. Security Provisions: Provisions for securing the option or future license - include for high-value deals
6. Competition Law Compliance: Specific provisions ensuring compliance with EU/Belgian competition law - include for market-sensitive licenses
1. Schedule 1 - Licensed IP: Detailed description of the intellectual property subject to the option
2. Schedule 2 - Form of License Agreement: Draft or terms sheet of the license agreement to be entered into upon exercise
3. Schedule 3 - Option Exercise Notice: Template form for exercising the option
4. Schedule 4 - Due Diligence Information: List of due diligence materials to be provided (if applicable)
5. Schedule 5 - Payment Terms: Detailed payment schedules and calculations
6. Appendix A - Technical Specifications: Technical details of the licensed technology or IP
Authors
Affiliate
Background IP
Commencement Date
Confidential Information
Due Diligence Period
Effective Date
Exercise Notice
Exercise Period
Field of Use
Improvements
Intellectual Property Rights
Know-How
License
License Agreement
Licensed Products
Licensed Technology
Option
Option Fee
Option Period
Patents
Proposed License Terms
Purpose
Representatives
Rights
Specification
Territory
Term
Technical Information
Third Party
Trade Secrets
Valid Claim
Option Exercise
Option Fee
Due Diligence
Confidentiality
Intellectual Property Rights
Representations and Warranties
Payment Terms
Territory Rights
Competition Law Compliance
Term and Termination
Assignment
Force Majeure
Governing Law
Dispute Resolution
Liability
Indemnification
Notices
Entire Agreement
Amendment
Severability
Third Party Rights
Further Assurance
Costs
Waiver
Data Protection
Anti-Corruption
Registration Rights
Regulatory Compliance
Exclusivity
Technology
Pharmaceuticals
Biotechnology
Software Development
Manufacturing
Research & Development
Healthcare
Telecommunications
Energy
Consumer Electronics
Academic & Research
Industrial Technology
Legal
Intellectual Property
Business Development
Research & Development
Technology Transfer
Innovation
Commercial
Licensing
Patents
Corporate Development
Legal Counsel
Intellectual Property Manager
Business Development Director
Technology Transfer Officer
Licensing Manager
Research Director
Chief Technology Officer
Innovation Manager
Contract Manager
Patent Attorney
General Counsel
Commercial Director
IP Strategist
R&D Manager
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