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1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the agreement and brief description of the technology being licensed
3. Definitions: Detailed definitions of technical terms, licensed technology, and other key terms used in the agreement
4. Grant of License: Scope of the license, including territory, exclusivity, and permitted uses
5. License Fees and Payment Terms: Financial terms, royalties, payment schedule, and reporting requirements
6. Intellectual Property Rights: Ownership of IP, protection of rights, and handling of improvements
7. Technical Support and Maintenance: Terms for ongoing support, updates, and maintenance of the licensed technology
8. Confidentiality: Protection of confidential information and trade secrets
9. Term and Termination: Duration of the agreement and circumstances for termination
10. Warranties and Indemnities: Technical warranties, performance guarantees, and indemnification provisions
11. Compliance and Reporting: Requirements for compliance reporting and audit rights
12. General Provisions: Standard clauses including governing law, dispute resolution, and force majeure
1. Source Code Escrow: Used when source code access needs to be secured through a third-party escrow agent
2. Export Control: Required for cross-border technology transfers or when dealing with regulated technologies
3. Data Protection: Necessary when the licensed technology involves processing personal data
4. Training and Implementation: Include when the license includes significant training or implementation services
5. Quality Control: Required when the licensor needs to maintain quality standards for the licensed technology
6. Sublicensing Rights: Include when sublicensing is permitted under specific conditions
7. Change Control: Used for complex technical implementations requiring formal change management processes
8. Open Source Components: Required when the licensed technology includes or interfaces with open source software
1. Schedule A - Technical Specifications: Detailed technical specifications of the licensed technology
2. Schedule B - Service Level Agreement: Performance metrics, support levels, and response times
3. Schedule C - Fee Schedule: Detailed breakdown of license fees, royalties, and payment terms
4. Schedule D - Implementation Plan: Timeline and milestones for technology implementation
5. Schedule E - Maintenance and Support Services: Detailed description of maintenance and support obligations
6. Appendix 1 - Authorized Users: List of authorized users or user categories and their access rights
7. Appendix 2 - Security Requirements: Security protocols and requirements for using the licensed technology
8. Appendix 3 - Acceptance Testing Criteria: Criteria and procedures for acceptance testing of the technology
Acceptance Criteria
Authorized Users
Background IP
Confidential Information
Documentation
Effective Date
Enhancements
Error
Fees
Foreground IP
Implementation Period
Intellectual Property Rights
License
Licensed Technology
Maintenance Services
Major Release
Minor Release
Object Code
Patch
Patent Rights
Performance Standards
Permitted Purpose
Related Technology
Source Code
Specifications
Support Services
Technical Data
Technical Information
Technology Improvements
Term
Territory
Third Party Components
Trade Secrets
Updates
Upgrades
User Interface
Version
Work Product
License Grant
Intellectual Property Rights
Technical Specifications
Implementation
Acceptance Testing
Support and Maintenance
Service Levels
Fees and Payment
Warranties
Confidentiality
Data Protection
Security Requirements
Quality Control
Performance Standards
Documentation
Training
Audit Rights
Reporting
Indemnification
Limitation of Liability
Term and Termination
Force Majeure
Assignment
Dispute Resolution
Governing Law
Compliance with Laws
Export Control
Escrow
Change Control
Notice
Entire Agreement
Severability
Information Technology
Software Development
Manufacturing
Telecommunications
Healthcare Technology
Biotechnology
Automotive
Aerospace
Energy
Financial Services
Research and Development
Industrial Automation
Electronics
Digital Media
Clean Technology
Legal
Information Technology
Research and Development
Intellectual Property
Operations
Compliance
Technical Support
Business Development
Product Development
Innovation
Engineering
Quality Assurance
Risk Management
Strategy
Chief Technology Officer
Intellectual Property Counsel
Licensing Manager
Technical Director
Legal Counsel
Head of Research and Development
Technology Transfer Officer
Software Development Manager
Compliance Officer
Chief Information Officer
Innovation Director
Patent Attorney
Business Development Manager
Technical Project Manager
IP Portfolio Manager
Product Development Director
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Genie’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; Genie’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it


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