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1. Parties: Identification of the licensor and licensee, including full legal names, registration details, and addresses
2. Background: Context of the agreement, including brief description of the licensed technology/products and parties' capabilities
3. Definitions: Detailed definitions of technical terms, products, territory, and other key concepts used throughout the agreement
4. Grant of License: Scope of manufacturing license, including territory, exclusivity/non-exclusivity, and any field-of-use restrictions
5. Technical Information and Support: Obligations regarding transfer of manufacturing know-how, technical documentation, and ongoing support
6. Quality Control and Standards: Manufacturing standards, quality control procedures, inspection rights, and compliance requirements
7. Intellectual Property Rights: Ownership of IP, improvements, and any rights granted or retained
8. Financial Terms: License fees, royalties, payment terms, audit rights, and financial reporting obligations
9. Manufacturing and Supply Requirements: Production requirements, capacity commitments, and any minimum volume obligations
10. Confidentiality: Protection of confidential information exchanged under the agreement
11. Term and Termination: Duration of the agreement, renewal provisions, and termination rights
12. Post-Termination Obligations: Rights and obligations that survive termination
13. General Provisions: Standard legal provisions including governing law, dispute resolution, and force majeure
1. Sub-licensing Rights: Include when licensee is permitted to sub-license manufacturing rights to third parties
2. Research and Development: Include when parties will collaborate on product improvements or new developments
3. Environmental Compliance: Include when manufacturing process has significant environmental implications
4. Export Control: Include when products or technology are subject to export control regulations
5. Marketing and Branding: Include when licensee has rights to use licensor's trademarks or brand guidelines
6. Non-Competition: Include when parties agree to territorial or product-based competition restrictions
7. Technology Escrow: Include when critical manufacturing information needs to be held in escrow
8. Change of Control: Include when agreement includes specific provisions for ownership changes
1. Schedule 1 - Licensed Products: Detailed specifications of products covered by the manufacturing license
2. Schedule 2 - Technical Information Package: Comprehensive documentation of manufacturing processes, specifications, and know-how
3. Schedule 3 - Quality Standards and Testing Procedures: Detailed quality control requirements and testing protocols
4. Schedule 4 - Royalty Calculations and Reporting Format: Detailed methodology for calculating royalties and template reports
5. Schedule 5 - Territory Definition: Detailed description of geographic areas covered by the license
6. Appendix A - Manufacturing Facility Requirements: Specifications for approved manufacturing facilities
7. Appendix B - Key Personnel: List of key personnel responsible for manufacturing and quality control
8. Appendix C - Approved Sub-contractors: List of pre-approved sub-contractors if applicable
Affiliate
Agreement
Applicable Laws
Approved Facility
Approved Sub-contractor
Authorized Personnel
Background IP
Commencement Date
Confidential Information
Contract Year
Defect
Delivery Point
Effective Date
Force Majeure Event
Foreground IP
Good Manufacturing Practice
Improvements
Initial Term
Intellectual Property Rights
Know-How
Licensed Products
Licensed Technology
Manufacturing Process
Manufacturing Standards
Net Sales
Patent Rights
Products
Quality Control Procedures
Quality Standards
Quarter
Regulatory Approvals
Renewal Term
Royalty Rate
Specifications
Technical Documentation
Technical Information
Term
Territory
Third Party
Trade Secrets
Training Materials
Working Day
Grant of License
Territory Restrictions
Exclusivity
Technical Support
Know-How Transfer
Quality Control
Manufacturing Standards
Intellectual Property Rights
Improvements
Royalties
Payment Terms
Audit Rights
Confidentiality
Non-Competition
Sub-licensing
Regulatory Compliance
Product Liability
Warranties
Indemnification
Insurance
Term and Termination
Force Majeure
Assignment
Dispute Resolution
Governing Law
Health and Safety
Environmental Compliance
Record Keeping
Reporting Requirements
Change Control
Personnel Requirements
Facility Requirements
Inspection Rights
Technology Transfer
Brand Protection
Export Control
Data Protection
Notices
Entire Agreement
Severability
Pharmaceutical
Automotive
Electronics Manufacturing
Medical Devices
Chemical Processing
Consumer Goods
Industrial Equipment
Aerospace
Biotechnology
Clean Technology
Food and Beverage Processing
Telecommunications Equipment
Legal
Manufacturing Operations
Quality Control
Research & Development
Intellectual Property
Commercial
Supply Chain
Technical Operations
Compliance
Business Development
Finance
Engineering
Head of Manufacturing
Chief Technology Officer
IP Counsel
Quality Control Manager
Production Director
Licensing Manager
Commercial Director
Manufacturing Operations Manager
Research and Development Director
Chief Legal Officer
Supply Chain Manager
Technical Operations Director
Compliance Officer
Business Development Manager
Contract Manager
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