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Product Licensing Agreement
1. Parties: Identification and details of the licensor and licensee, including company registration numbers and addresses
2. Background: Context of the agreement, brief description of the product, and the parties' intentions
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Scope of the license, including territory, exclusivity, and permitted uses
5. License Fees and Payment Terms: Financial terms, payment schedule, and reporting requirements
6. Intellectual Property Rights: Ownership and protection of IP rights related to the product
7. Obligations of the Licensor: Licensor's responsibilities including product delivery, documentation, and support
8. Obligations of the Licensee: Licensee's responsibilities including usage restrictions and compliance requirements
9. Quality Control: Standards and requirements for product quality and maintenance
10. Confidentiality: Protection of confidential information exchanged between parties
11. Term and Termination: Duration of agreement and circumstances for termination
12. Warranties and Indemnities: Product warranties and mutual indemnification provisions
13. Limitation of Liability: Limits on parties' liability and exclusions
14. Force Majeure: Provisions for unforeseen circumstances affecting performance
15. Governing Law and Jurisdiction: Application of Danish law and jurisdiction for disputes
16. General Provisions: Standard boilerplate clauses including notices, assignment, and amendments
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses
2. Technical Support and Maintenance: Include for software or technical products requiring ongoing support
3. Training and Implementation: Include when product requires specific training or implementation services
4. Data Protection: Include when product involves processing of personal data
5. Source Code Escrow: Include for software licenses where source code protection is required
6. Marketing and Promotion: Include when agreement covers promotional rights and requirements
7. Export Control: Include for products subject to export regulations
8. Insurance Requirements: Include when specific insurance coverage is required
1. Schedule 1 - Product Specification: Detailed technical specifications and features of the licensed product
2. Schedule 2 - License Fees and Payment Terms: Detailed breakdown of fees, royalties, and payment schedules
3. Schedule 3 - Service Level Agreement: Performance metrics and service standards for technical support
4. Schedule 4 - Approved Sub-licensees: List of approved sub-licensees if sub-licensing is permitted
5. Schedule 5 - Territory Definition: Detailed description of geographic territories covered by the license
6. Schedule 6 - Quality Standards: Specific quality requirements and testing procedures
7. Appendix A - Technical Documentation: User manuals, technical guides, and documentation requirements
8. Appendix B - Support and Maintenance Procedures: Detailed procedures for technical support and maintenance services
Authors
Affiliated Company
Applicable Laws
Background IP
Confidential Information
Commencement Date
Documentation
Effective Date
Field of Use
Force Majeure Event
Improvements
Initial Term
Intellectual Property Rights
Know-How
License
License Fees
Licensed Product
Licensed Technology
Licensee
Licensor
Net Sales
Patent Rights
Product Specifications
Quality Standards
Renewal Term
Reporting Period
Royalties
Subsidiary
Technical Information
Territory
Term
Third Party
Trademarks
Trade Secrets
Updates
Working Day
Exclusivity
Territory
Intellectual Property Rights
License Fees
Royalties
Payment Terms
Quality Control
Technical Support
Maintenance
Product Specifications
Confidentiality
Non-Competition
Warranties
Indemnification
Limitation of Liability
Force Majeure
Term
Termination
Assignment
Sub-licensing
Audit Rights
Compliance
Record Keeping
Reporting
Insurance
Dispute Resolution
Governing Law
Notices
Amendments
Entire Agreement
Severability
Data Protection
Export Control
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