Royalty Buyout Agreement Template for Indonesia

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Key Requirements PROMPT example:

Royalty Buyout Agreement

"I need a Royalty Buyout Agreement under Indonesian law for purchasing all future royalty rights from a software developer for their mobile gaming application, with a one-time payment of USD 500,000 to be completed by March 2025."

Document background
A Royalty Buyout Agreement is essential when parties wish to permanently transfer royalty rights in exchange for a lump sum or structured payments in Indonesia. This document type is commonly used in various industries where intellectual property generates ongoing royalties, such as media, technology, and manufacturing. The agreement must comply with Indonesian law, particularly Law No. 28 of 2014 on Copyright and related intellectual property regulations. It typically includes detailed provisions about the rights being transferred, payment terms, warranties, and tax implications. The document is crucial for businesses looking to clean up their royalty obligations or rights holders seeking to monetize their intellectual property through a one-time transaction rather than ongoing payments.
Suggested Sections

1. Parties: Identification of the rights holder (seller) and purchaser, including complete legal names and addresses

2. Background: Context of the agreement, including description of the intellectual property rights subject to buyout

3. Definitions: Definitions of key terms used throughout the agreement, including 'Royalty Rights', 'Intellectual Property', and 'Buyout Amount'

4. Subject Matter: Detailed description of the royalty rights being sold and bought out

5. Buyout Consideration: The agreed buyout amount and payment terms

6. Transfer of Rights: Provisions regarding the permanent transfer of royalty rights from seller to purchaser

7. Seller's Warranties: Warranties regarding ownership, right to sell, no encumbrances, and validity of rights

8. Tax Provisions: Allocation of tax responsibilities and compliance with Indonesian tax regulations

9. Completion: Actions required to complete the transfer and timing

10. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes

11. Execution: Signature blocks and execution requirements

Optional Sections

1. Third Party Consents: Required when existing agreements with third parties need to be addressed or consents obtained

2. Foreign Exchange Provisions: Required for international transactions involving currency exchange

3. Regulatory Approvals: Required when specific regulatory approvals are needed for the transfer

4. Earn-out Provisions: Optional structure for additional payments based on future performance

5. Anti-Money Laundering Compliance: Required for high-value international transactions

6. Intellectual Property Registration: Required when the rights need to be registered with Indonesian IP authorities

7. Confidentiality: Optional when sensitive information needs protection beyond the completion of the buyout

Suggested Schedules

1. Schedule 1 - Rights Description: Detailed description of the royalty rights being bought out

2. Schedule 2 - Existing Agreements: List of all existing agreements relating to the royalty rights

3. Schedule 3 - Payment Schedule: If payment is to be made in installments or subject to conditions

4. Schedule 4 - Required Consents: List of third-party consents required for completion

5. Schedule 5 - Completion Requirements: Detailed list of actions required for completion

6. Appendix A - Income Records: Historical records of royalty income

7. Appendix B - IP Registrations: Details of any registered intellectual property rights

8. Appendix C - Transfer Documents: Forms and documents required for recording the transfer

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

Relevant legal definitions
Relevant Industries

Media and Entertainment

Technology

Publishing

Music Industry

Software Development

Manufacturing

Pharmaceuticals

Biotechnology

Gaming

Fashion and Retail

Industrial Design

Research and Development

Telecommunications

Oil and Gas

Mining

Relevant Teams

Legal

Finance

Business Development

Intellectual Property

Tax

Compliance

Treasury

Mergers & Acquisitions

Rights Management

Licensing

Corporate Development

Relevant Roles

Legal Counsel

Intellectual Property Manager

Business Development Director

Chief Financial Officer

Licensing Manager

Contract Manager

Rights Management Director

Corporate Counsel

Finance Director

Tax Manager

Compliance Officer

Investment Manager

Acquisitions Director

Royalty Administrator

IP Portfolio Manager

General Counsel

Industries
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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