Non Exclusive Perpetual License Template for Malaysia

A Non Exclusive Perpetual License agreement allows you to grant or obtain ongoing rights to use intellectual property, technology, or other valuable assets without transferring ownership. Under Malaysian law, this type of license enables multiple licensees to use the same licensed property simultaneously while the licensor retains full ownership rights. The perpetual nature means the license continues indefinitely, providing long-term certainty for both parties involved in the agreement.

When do you need this document?

You need a Non Exclusive Perpetual License when licensing software or technology to multiple clients who require ongoing access without exclusivity. This agreement is essential for content creators distributing their work to various platforms or publishers while maintaining ownership rights. Manufacturing companies use this license when sharing production methods or designs with multiple partners across different markets. Research institutions and educational organizations rely on these agreements when licensing their innovations or educational content to various commercial entities. The document is also crucial when establishing ongoing royalty arrangements that continue indefinitely without requiring license renewals.

Key legal considerations

Your license agreement must clearly define the scope of permitted use to prevent disputes over usage rights and limitations. Payment terms require careful structuring, including initial license fees, ongoing royalties, and any maintenance or support costs that may apply over the perpetual term. Intellectual property protection clauses are essential to prevent unauthorized use, copying, or distribution of the licensed property beyond agreed terms. You must include termination provisions that specify circumstances under which the perpetual license may end, such as breach of contract or non-payment. Quality control and compliance requirements should be established to maintain standards and protect the licensor's reputation throughout the license duration.

Legal requirements in Malaysia

Under the Contracts Act 1950, your license agreement must meet fundamental contractual requirements including offer, acceptance, consideration, and legal capacity of all parties. The Copyright Act 1987 governs licensing of copyrightable works, requiring specific provisions for copyright protection and permitted uses. If your license involves patented technology, compliance with the Patents Act 1983 is mandatory, including proper identification of patent rights and licensing scope. The Competition Act 2010 prohibits anti-competitive clauses, so your agreement cannot include restrictions that unfairly limit market competition. Electronic execution requires compliance with the Electronic Commerce Act 2006, ensuring digital signatures and electronic documents meet legal standards. Consumer protection laws under the Consumer Protection Act 1999 may apply if licensees are consumers, requiring additional disclosures and fair dealing provisions.