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1. Parties: Identification of the licensor (copyright owner) and licensee, including full legal names, addresses, and registration details if companies
2. Background: Context of the agreement, description of the copyrighted work, and the parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement, including 'Work', 'Territory', 'Term', 'Intellectual Property Rights', etc.
4. Grant of Rights: Explicit grant of exclusive license, specifying the scope of rights transferred under §31 UrhG
5. Territory and Duration: Geographic scope of the license and its duration
6. License Fee and Payment Terms: Financial terms including initial payments, royalties, and payment schedule, ensuring appropriate remuneration under §32 UrhG
7. Obligations of the Licensor: Licensor's duties, warranties regarding ownership and right to license
8. Obligations of the Licensee: Licensee's duties, including exploitation obligations and quality control
9. Quality Control and Approval: Standards for use of the work and approval procedures
10. Moral Rights: Recognition and protection of the author's moral rights (Urheberpersönlichkeitsrecht)
11. Infringement: Procedures for dealing with third-party infringement and enforcement of rights
12. Term and Termination: Duration of agreement, termination rights and consequences
13. Confidentiality: Protection of confidential information exchanged during the agreement
14. General Provisions: Standard clauses including notices, entire agreement, amendments, governing law, and jurisdiction
1. Sub-licensing Rights: Include when licensee needs right to grant sub-licenses to third parties
2. Digital Rights Management: Include for digital works requiring technical protection measures
3. Merchandise Rights: Include when licensing includes right to create and sell merchandise
4. Translation Rights: Include for literary works that may be translated into other languages
5. Adaptation Rights: Include when work may be modified or adapted into other formats
6. Marketing and Promotion: Include detailed marketing obligations when commercial success depends on specific promotional activities
7. Minimum Performance Requirements: Include when licensor wants to ensure minimum level of commercialization
8. Source Code Escrow: Include for software copyright licenses where source code protection is needed
9. Creative Control: Include for artistic works where creator wants specific control over how work is used
1. Schedule 1: Description of Work: Detailed description of the copyrighted work including all components and versions
2. Schedule 2: Licensed Rights: Comprehensive list of specific rights granted under the license
3. Schedule 3: Payment Schedule: Detailed breakdown of all financial terms, including royalty calculations
4. Schedule 4: Quality Control Standards: Specific requirements for maintaining quality in the use of the work
5. Schedule 5: Approved Sub-licensees: List of pre-approved sub-licensees (if applicable)
6. Schedule 6: Technical Specifications: Technical details and requirements for digital works
7. Appendix A: Copyright Registrations: Details of all copyright registrations and evidence of ownership
8. Appendix B: Prior License Agreements: List of any existing licenses that might affect the exclusive license
Affiliate
Author
Authorized Uses
Background IP
Commencement Date
Commercial Purpose
Confidential Information
Copyright
Derivative Works
Effective Date
Exclusive License
Force Majeure
Intellectual Property Rights
License Fee
Licensed Material
Licensed Rights
Licensor Materials
Modifications
Moral Rights
Net Revenue
Parties
Purpose
Quality Standards
Reporting Period
Royalties
Sublicense
Term
Territory
Third Party
Usage Rights
Work
Working Day
License Grant
Exclusivity
Territory
Duration
Payment
Royalties
Usage Rights
Moral Rights
Quality Control
Warranties
Representations
Sub-licensing
Assignment
Confidentiality
Intellectual Property
Term and Termination
Force Majeure
Liability
Indemnification
Dispute Resolution
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Amendment
Waiver
Third Party Rights
Counterparts
Further Assurance
Costs
Compliance with Laws
Anti-corruption
Data Protection
Media and Entertainment
Publishing
Software and Technology
Gaming
Music Industry
Film and Television
Education and E-learning
Digital Content Creation
Advertising and Marketing
Art and Design
Legal
Intellectual Property
Business Development
Commercial
Content Acquisition
Rights Management
Product Development
Creative Services
Licensing
Contract Administration
Legal Counsel
Intellectual Property Lawyer
Copyright Attorney
Business Development Manager
Licensing Manager
Content Acquisition Manager
Rights Manager
Creative Director
Product Manager
Commercial Director
Contract Manager
Publishing Director
Media Rights Manager
IP Portfolio Manager
Content Strategy Director
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