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1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope and nature of the license being granted, including any territorial restrictions
5. License Fees and Payment Terms: Financial terms, payment schedule, and related obligations
6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
7. Licensee Obligations: Key responsibilities and restrictions on the licensee's use of the licensed property
8. Quality Control: Standards and requirements for use of the licensed property
9. Confidentiality: Protection of confidential information exchanged between parties
10. Term and Termination: Duration of the agreement and circumstances for termination
11. Post-Termination Obligations: Obligations that survive after the agreement ends
12. Warranties and Indemnities: Representations about the licensed property and allocation of risks
13. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Sublicensing Rights: Include when licensee is permitted to sublicense to third parties
2. Minimum Performance Requirements: Include when license includes performance targets or minimum royalty requirements
3. Source Code Escrow: Include for software licenses where source code access may be required
4. Export Control: Include when licensed property may be subject to export regulations
5. Data Protection: Include when personal data processing is involved (GDPR compliance)
6. Maintenance and Support: Include when ongoing technical support or updates are part of the license
7. Audit Rights: Include when licensor requires right to audit licensee's use or royalty calculations
8. Insurance Requirements: Include when specific insurance coverage is required for licensed activities
1. Schedule 1 - Licensed Property: Detailed description of the intellectual property being licensed
2. Schedule 2 - Technical Specifications: Technical details and requirements for the licensed property
3. Schedule 3 - Fee Schedule: Detailed breakdown of license fees, royalty calculations, and payment terms
4. Schedule 4 - Quality Control Standards: Specific quality requirements and approval procedures
5. Schedule 5 - Approved Use Cases: Specific approved uses and applications of the licensed property
6. Appendix A - Trademark Usage Guidelines: Guidelines for proper use of licensed trademarks if applicable
7. Appendix B - Support and Maintenance Terms: Detailed terms for any support or maintenance services
8. Appendix C - Territory Definition: Detailed description of territorial scope of the license
Affiliate
Applicable Law
Background IP
Business Day
Commencement Date
Confidential Information
Deliverables
Documentation
Effective Date
Force Majeure
Foreground IP
Improvements
Initial Term
Intellectual Property Rights
License
Licensed Products
Licensed Property
Licensed Technology
License Fee
License Period
Licensee
Licensor
Net Sales
Party/Parties
Patent Rights
Personnel
Purpose
Quality Standards
Renewal Term
Royalties
Specifications
Source Code
Technical Information
Term
Territory
Third Party
Trade Secrets
Trademarks
Updates
Working Hours
Definitions
Grant of License
License Scope
Territory
Exclusivity
Sub-licensing
License Fees
Royalties
Payment Terms
Intellectual Property Rights
Ownership
Quality Control
Technical Support
Maintenance
Performance Requirements
Confidentiality
Data Protection
Warranties
Indemnification
Limitation of Liability
Insurance
Term
Termination
Post-Termination
Force Majeure
Assignment
Audit Rights
Notice
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendments
Third Party Rights
Counterparts
Technology & Software
Manufacturing
Pharmaceuticals & Healthcare
Media & Entertainment
Consumer Goods
Research & Development
Telecommunications
Biotechnology
Industrial Design
Fashion & Luxury Goods
Automotive
Energy & Utilities
Education & Training
Professional Services
Legal
Intellectual Property
Commercial
Business Development
Research & Development
Product Development
Executive Leadership
Procurement
Technology Transfer
Innovation
Compliance
Finance
Operations
Legal Counsel
Intellectual Property Manager
Licensing Director
Commercial Director
Business Development Manager
Chief Technology Officer
Research and Development Director
Product Manager
Chief Executive Officer
Contracts Manager
IP Portfolio Manager
Technology Transfer Officer
Innovation Manager
General Counsel
Chief Legal Officer
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