Patent License Template for Indonesia

The Patent License Agreement is a crucial document used when a patent owner wishes to monetize their intellectual property rights by allowing others to use their patented technology in Indonesia. This agreement type is particularly important given Indonesia's growing innovation ecosystem and its position as a major manufacturing hub in Southeast Asia. The document must comply with Indonesian Patent Law (Law No. 13 of 2016) and related regulations, including requirements for registration with the Indonesian Patent Office. It typically includes comprehensive provisions covering license scope, territorial restrictions, royalty structures, quality control measures, and technology transfer arrangements. The agreement is especially relevant for foreign companies entering the Indonesian market, as it must address specific local law requirements regarding technology transfer, investment regulations, and mandatory recordal of license agreements.

1. Parties: Identification of the Licensor and Licensee, including complete legal names, registration details, and addresses

2. Background: Context of the agreement, identification of the relevant patent(s), and brief description of the parties' intentions

3. Definitions: Detailed definitions of technical terms, patent rights, territory, and other key terms used throughout the agreement

4. Grant of License: Scope of license rights, including territory, field of use, and whether exclusive or non-exclusive

5. Patent Specification: Detailed description of the licensed patent(s), including registration numbers and jurisdictions

6. License Fee and Royalties: Financial terms including upfront payments, ongoing royalties, calculation methods, and payment terms

7. Reporting and Audit Rights: Requirements for financial reporting, record-keeping, and licensor's audit rights

8. Quality Control: Standards and specifications for licensed products, quality assurance requirements

9. Improvements and New Developments: Rights and obligations regarding improvements to the patented technology

10. Confidentiality: Protection of confidential information exchanged during the license relationship

11. Representations and Warranties: Statements regarding patent validity, ownership, and authority to license

12. Indemnification: Mutual indemnification obligations and procedures for handling third-party claims

13. Term and Termination: Duration of the agreement, renewal provisions, and grounds for termination

14. Post-Termination Obligations: Obligations surviving termination and wind-down procedures

15. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms