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1. Parties: Identification of the Licensor and Licensee with full legal names and registration details
2. Background: Context of the agreement, ownership of IP, and purpose of the license
3. Definitions: Detailed definitions of terms used throughout the agreement, including specific IP-related terminology
4. Grant of License: Scope of the license, including type (exclusive/non-exclusive), territory, and field of use
5. License Fee and Payment Terms: Financial terms including royalties, payment schedule, and calculation methods
6. Protection of IP Rights: Obligations regarding IP protection, registration, and enforcement
7. Quality Control: Standards for using the IP and quality assurance requirements
8. Confidentiality: Protection of confidential information exchanged during the license period
9. Term and Termination: Duration of the license and circumstances for termination
10. Post-Termination Obligations: Rights and obligations after agreement ends
11. Warranties and Indemnities: Representations about IP ownership and indemnification provisions
12. Governing Law and Jurisdiction: Specification of Malaysian law and jurisdiction
13. General Provisions: Standard boilerplate clauses including notices, assignment, and amendments
1. Improvements and New IP: Include when parties may develop improvements or new IP during the license period
2. Sub-licensing Rights: Include when licensee is permitted to sub-license the IP to third parties
3. Export Control: Include for international licensing dealing with restricted technologies
4. Technical Support: Include when licensor provides technical assistance or training
5. Source Code Escrow: Include for software licenses where source code access may be needed
6. Localization Rights: Include when IP needs to be adapted for local Malaysian market
7. Moral Rights: Include for copyright licenses where moral rights are relevant
8. Competition Compliance: Include detailed competition law compliance terms for high-value or market-dominant IP
1. Schedule 1 - Licensed Intellectual Property: Detailed description of all IP being licensed, including registration numbers
2. Schedule 2 - Technical Specifications: Technical details and standards for IP implementation
3. Schedule 3 - Quality Control Standards: Specific quality requirements and testing procedures
4. Schedule 4 - Royalty Calculations: Detailed methodology for calculating royalties and examples
5. Schedule 5 - Approved Sub-licensees: List of pre-approved sub-licensees if applicable
6. Schedule 6 - Territory Restrictions: Detailed geographical restrictions and permitted territories
7. Appendix A - Brand Guidelines: Guidelines for using licensed trademarks or branding
8. Appendix B - Reporting Templates: Standard forms for royalty reporting and compliance documentation
Business Day
Commencement Date
Confidential Information
Documentation
Effective Date
Improvement
Initial Term
Intellectual Property Rights
Licensed Products
Licensed Technology
License Fee
Licensed Territory
Licensed Trademark
Licensed Patent
Licensed Copyright
Net Sales
Patent Rights
Quality Standards
Renewal Term
Royalty
Royalty Period
Subsidiary
Technical Information
Term
Territory
Trade Secret
Use
Working Day
Grant of License
License Scope
Territory
Exclusivity
Sub-licensing
License Fee
Royalties
Payment Terms
Quality Control
Technical Support
Intellectual Property Protection
Warranties
Indemnification
Confidentiality
Term
Termination
Post-Termination Obligations
Assignment
Force Majeure
Governing Law
Dispute Resolution
Notices
Entire Agreement
Amendment
Severability
Compliance with Laws
Audit Rights
Record Keeping
Reports
Performance Obligations
Non-Competition
Improvements
Registration
Export Control
Insurance
Technology
Software Development
Manufacturing
Biotechnology
Pharmaceuticals
Electronics
Telecommunications
Media and Entertainment
Research and Development
Education
Consumer Goods
Automotive
Healthcare
Fashion and Retail
Legal
Intellectual Property
Research and Development
Business Development
Commercial
Technology
Innovation
Compliance
Operations
Finance
Product Development
Legal Counsel
Intellectual Property Manager
Licensing Director
Chief Technology Officer
Research Director
Business Development Manager
Commercial Director
Chief Executive Officer
Innovation Manager
Patent Attorney
Technology Transfer Officer
Contract Manager
Head of Research and Development
Chief Legal Officer
Compliance Officer
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