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1. Parties: Identification of the licensor and licensee companies, including registration details and addresses
2. Background: Context of the agreement, relationship between the parties, and overview of the licensed assets
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Specific rights being granted, including scope, territory, and whether exclusive or non-exclusive
5. Term and Termination: Duration of the agreement and circumstances for termination
6. License Fees and Payment Terms: Financial terms including royalty rates, payment schedule, and transfer pricing compliance
7. Intellectual Property Rights: Ownership and protection of licensed IP, including improvements and modifications
8. Confidentiality: Protection of confidential information exchanged under the agreement
9. Warranties and Representations: Standard warranties regarding ownership and right to license
10. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes
1. Quality Control: Required if the license involves trademarks or brand standards that need to be maintained
2. Sublicensing Rights: Include if the licensee is permitted to sublicense the rights to other group companies
3. Export Control: Required if the licensed technology is subject to export control regulations
4. Tax Matters: Detailed tax provisions if complex cross-border elements exist
5. Force Majeure: Can be simplified or omitted given the intercompany nature, but useful for formal documentation
6. Assignment: Include if there's a possibility of corporate restructuring or third-party assignment
7. Audit Rights: Include if specific audit requirements beyond standard group reporting are needed
8. Corporate Authority: Include if additional board approvals or corporate authorizations are required
1. Schedule 1 - Licensed Assets: Detailed description of all intellectual property being licensed
2. Schedule 2 - License Fees and Payment Terms: Detailed breakdown of fees, royalty calculations, and transfer pricing methodology
3. Schedule 3 - Technical Specifications: Technical details of licensed technology or products if applicable
4. Schedule 4 - Quality Standards: Required standards and specifications for using licensed assets
5. Schedule 5 - Related Agreements: List of other intercompany agreements that may affect this license
6. Appendix A - Compliance Requirements: Specific regulatory or group policy compliance requirements
7. Appendix B - Approved Sub-licensees: List of group companies authorized to use the licensed assets if applicable
Agreement
Applicable Law
Arm's Length Basis
Background IP
Business Day
Commencement Date
Confidential Information
Control
Effective Date
Group
Group Company
Improvements
Initial Term
Intellectual Property Rights
License
Licensed Assets
Licensed Products
Licensed Technology
Licensed Territory
Licensee
Licensor
Net Sales
Parent Company
Patents
Permitted Purpose
Quarter
Related Party
Renewal Term
Royalty
Subsidiary
Technical Documentation
Technical Information
Term
Territory
Trade Marks
Transfer Pricing
Use
Working Day
Year
Interpretation
Grant of License
License Scope
Territory Rights
Term and Duration
Renewal
Payment Terms
Transfer Pricing
Royalty Calculations
Intellectual Property Rights
IP Protection
Quality Control
Technical Support
Confidentiality
Data Protection
Warranties
Indemnification
Liability
Force Majeure
Assignment
Corporate Authority
Related Party Compliance
Regulatory Compliance
Record Keeping
Audit Rights
Performance Standards
Sub-licensing
Technical Specifications
Improvements
Technology Transfer
Termination
Post-Termination
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Amendments
Group Company Rights
Technology
Manufacturing
Pharmaceuticals
Consumer Goods
Automotive
Telecommunications
Software and IT Services
Media and Entertainment
Healthcare
Industrial Products
Research and Development
Biotechnology
Legal
Finance
Compliance
Tax
Intellectual Property
Corporate Affairs
Business Development
Technology Transfer
Research and Development
Commercial
Legal Counsel
Corporate Lawyer
Intellectual Property Manager
Compliance Officer
Tax Director
Chief Financial Officer
Chief Legal Officer
Company Secretary
Licensing Manager
Technology Transfer Manager
Business Development Director
Group Financial Controller
IP Rights Administrator
Transfer Pricing Specialist
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