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Product License Agreement

Product License Agreement Template for Indonesia

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Key Requirements PROMPT example:

Product License Agreement

"I need a Product License Agreement for licensing our enterprise software solution to Indonesian businesses, including maintenance and support services, with the agreement to take effect from March 1, 2025, and provisions for source code escrow."

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The Product License Agreement is essential for businesses seeking to license their products in Indonesia's growing market. This document is particularly crucial given Indonesia's specific regulatory requirements for product licensing, technology transfer, and intellectual property protection. It is commonly used when a product owner (licensor) wishes to grant another party (licensee) the right to use, manufacture, distribute, or sell their product in Indonesia. The agreement must comply with various Indonesian regulations, including Law No. 24 of 2019 on Creative Economy, relevant intellectual property laws, and consumer protection regulations. It typically includes detailed provisions on license scope, territory restrictions, quality control measures, payment terms, and compliance requirements specific to the Indonesian market. The document is structured to protect both parties' interests while ensuring alignment with local legal requirements and business practices.
Suggested Sections

1. Parties: Identification of the licensor and licensee with complete legal details

2. Background: Context of the agreement, including brief description of the product and purpose of the license

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Grant of License: Specific rights being granted, including scope, territory, and any restrictions

5. License Fees and Payment Terms: Details of licensing fees, payment schedule, and payment methods

6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights

7. Term and Termination: Duration of the agreement and circumstances for termination

8. Obligations of the Licensor: Licensor's responsibilities including product delivery and support

9. Obligations of the Licensee: Licensee's responsibilities including usage restrictions and reporting

10. Warranties and Representations: Standard warranties regarding product ownership and functionality

11. Limitation of Liability: Limitations on parties' liability and exclusions

12. Confidentiality: Protection of confidential information exchanged under the agreement

13. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and dispute resolution mechanisms

14. General Provisions: Standard boilerplate clauses including notices, assignment, and amendment procedures

Optional Sections

1. Software Terms: Additional terms specific to software licensing, including usage restrictions and technical requirements

2. Maintenance and Support: Terms for ongoing maintenance and technical support if offered

3. Quality Control: Requirements for maintaining product quality and standards, particularly relevant for manufacturing licenses

4. Export Controls: Compliance requirements for international distribution or usage

5. Source Code Escrow: Terms for source code protection and access in software licensing

6. Training and Implementation: Terms regarding product training and implementation support

7. Data Protection: Specific provisions for handling personal or sensitive data if relevant

8. Sublicensing Rights: Terms governing the licensee's right to sublicense if permitted

9. Territory Restrictions: Specific geographical limitations or requirements for product distribution

Suggested Schedules

1. Schedule 1 - Licensed Products: Detailed description of products covered by the license, including specifications and versions

2. Schedule 2 - License Fees: Detailed breakdown of all applicable fees, royalties, and payment terms

3. Schedule 3 - Technical Requirements: Technical specifications and requirements for product implementation

4. Schedule 4 - Service Level Agreement: Detailed service levels and support terms if applicable

5. Schedule 5 - Approved Sub-licensees: List of approved sub-licensees if sublicensing is permitted

6. Appendix A - Product Documentation: User manuals, technical documentation, and other product materials

7. Appendix B - Quality Standards: Detailed quality control requirements and standards

8. Appendix C - Trademark Usage Guidelines: Guidelines for proper use of licensed trademarks and branding

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Approved Purpose
Authorized Users
Background IP
Business Day
Commencement Date
Confidential Information
Documentation
Effective Date
Force Majeure Event
Foreground IP
Gross Sales
Improvements
Initial Term
Intellectual Property Rights
License
License Fees
Licensed Product
Licensed Technology
Licensee
Licensor
Maintenance Services
Net Sales
Party/Parties
Patent Rights
Product Specifications
Quality Standards
Quarterly Period
Renewal Term
Royalty
Service Level Requirements
Source Code
Subsidiary
Technical Information
Term
Territory
Third Party
Trade Marks
Updates
Upgrades
Working Hours
Clauses
Definitions
Grant of License
License Scope
Territory Rights
Term and Duration
Payment Terms
Royalties
Intellectual Property Rights
Technology Transfer
Quality Control
Performance Standards
Maintenance and Support
Training and Technical Assistance
Confidentiality
Data Protection
Warranties
Representations
Indemnification
Limitation of Liability
Force Majeure
Regulatory Compliance
Export Control
Record Keeping
Audit Rights
Product Improvements
Sub-licensing
Assignment
Non-Competition
Termination
Dispute Resolution
Governing Law
Notices
Amendment
Severability
Entire Agreement
Insurance
Compliance with Laws
Local Content Requirements
Product Liability
Technical Requirements
Implementation
Reporting Requirements
Relevant Industries

Technology

Software

Manufacturing

Consumer Goods

Pharmaceuticals

Electronics

Automotive

Industrial Equipment

Media and Entertainment

Telecommunications

Relevant Teams

Legal

Intellectual Property

Business Development

Commercial

Compliance

Operations

Product Development

Finance

Technology

Risk Management

Relevant Roles

Legal Counsel

Licensing Manager

Business Development Director

Intellectual Property Manager

Commercial Director

Compliance Officer

Contract Manager

Product Manager

Chief Technology Officer

Operations Director

General Counsel

Managing Director

Chief Executive Officer

Industries
Law No. 24 of 2019 on Creative Economy: Provides the framework for creative industries and intellectual property commercialization in Indonesia, including licensing arrangements
Law No. 28 of 2014 on Copyright: Governs copyright protection and licensing of copyrighted works in Indonesia, essential for product licensing
Law No. 13 of 2016 on Patents: Regulates patent rights and licensing of patented products or technologies in Indonesia
Law No. 20 of 2016 on Trademarks and Geographical Indications: Controls trademark licensing and usage rights in Indonesia
Law No. 8 of 1999 on Consumer Protection: Ensures consumer rights are protected in product transactions and licensing agreements
Law No. 11 of 2008 on Electronic Information and Transactions (as amended by Law No. 19 of 2016): Regulates electronic transactions and digital licenses if the product involves digital components
Indonesian Civil Code (KUHPerdata): Provides the basic framework for contract law and contractual obligations in Indonesia
Government Regulation No. 71 of 2019 on Electronic Systems and Transactions: Implements provisions for electronic systems and transactions, relevant for digital product licensing
Law No. 25 of 2007 on Investment: Contains provisions on technology transfer and licensing arrangements involving foreign parties
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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