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Simple License Agreement
"I need a Simple License Agreement for licensing my proprietary software to a Malaysian manufacturing company, with exclusive rights in Southeast Asia, including usage restrictions and quarterly royalty payments starting March 2025."
1. Parties: Identifies and provides full details of the licensor and licensee, including registration numbers for companies
2. Background: Explains the context of the agreement, including brief description of the intellectual property being licensed
3. Definitions: Defines key terms used throughout the agreement
4. Grant of License: Specifies the exact rights being granted, including scope, territory, and whether exclusive or non-exclusive
5. Term and Termination: Specifies the duration of the license and circumstances under which it can be terminated
6. License Fees: Details the payment terms, including amount, frequency, and method of payment
7. Intellectual Property Rights: Confirms ownership of IP and any restrictions on use
8. Licensee Obligations: Lists the responsibilities and obligations of the licensee
9. Licensor Obligations: Lists the responsibilities and obligations of the licensor
10. Warranties and Representations: Standard warranties about ownership and right to license
11. Governing Law and Jurisdiction: Specifies Malaysian law as governing law and jurisdiction for disputes
12. Execution: Signature blocks and execution details
1. Quality Control: Required when licensing trademarks or where product quality needs to be maintained
2. Sub-licensing Rights: Include when licensee is permitted to sub-license the rights
3. Improvements: Include when dealing with technology licenses where improvements may be made
4. Confidentiality: Include when sensitive information will be shared during the license period
5. Insurance: Include when licensee needs to maintain specific insurance coverage
6. Export Control: Include when licensed material may be subject to export restrictions
7. Source Code Escrow: Include for software licenses where source code protection is needed
8. Audit Rights: Include when licensor needs right to audit licensee's use or revenue
1. Schedule 1 - Licensed Property: Detailed description of the intellectual property being licensed
2. Schedule 2 - License Fees and Payment Terms: Detailed breakdown of fees, payment schedules, and calculation methods
3. Schedule 3 - Technical Specifications: Technical details of licensed technology or products
4. Schedule 4 - Quality Standards: Specific quality requirements and standards to be maintained
5. Schedule 5 - Approved Use Guidelines: Guidelines for how the licensed property may be used
6. Appendix A - Form of Reports: Templates for any required reporting
7. Appendix B - Brand Guidelines: If applicable, guidelines for use of licensed brands or trademarks
Authors
Confidential Information
Commencement Date
Effective Date
Intellectual Property Rights
Licensed Property
Licensed Territory
License Fee
Licensor
Licensee
Permitted Purpose
Renewal Term
Royalty
Term
Trademarks
Patents
Copyrights
Quality Standards
Technical Documentation
Improvements
Business Day
Force Majeure Event
Governing Law
Intellectual Property Office
Malaysian Ringgit
Notice
Related Corporation
Representatives
Specifications
Working Hours
Term and Duration
Payment Terms
Intellectual Property Rights
Confidentiality
Quality Control
Warranties and Representations
Indemnification
Termination
Force Majeure
Assignment
Governing Law
Dispute Resolution
Notices
Entire Agreement
Severability
Territory Restrictions
Use Restrictions
Reporting Requirements
Audit Rights
Non-Competition
Improvements
Technical Support
Compliance with Laws
Insurance
Record Keeping
Amendment
Waiver
Relationship of Parties
Survival
Technology
Manufacturing
Software Development
Entertainment
Media
Pharmaceuticals
Consumer Goods
Retail
Education
Research and Development
Telecommunications
Fashion and Apparel
Food and Beverage
Legal
Intellectual Property
Commercial
Business Development
Research and Development
Product Development
Compliance
Executive Leadership
Finance
Operations
Legal Counsel
Intellectual Property Manager
Commercial Director
Business Development Manager
Licensing Manager
Contract Administrator
Chief Technology Officer
Innovation Director
Research and Development Director
Product Manager
Brand Manager
Compliance Officer
Chief Legal Officer
Chief Executive Officer
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