Royalty Non Exclusive License for Philippines

Royalty Non Exclusive License Template for Philippines

A comprehensive legal agreement governed by Philippine law that enables the owner of intellectual property (Licensor) to grant permission to another party (Licensee) to use their intellectual property rights while retaining ownership. This non-exclusive license allows the Licensor to grant similar rights to other parties while establishing a royalty payment structure. The agreement is structured in accordance with the Philippine Intellectual Property Code and related regulations, incorporating specific provisions for royalty calculations, payment terms, quality control, and compliance with local technology transfer laws. It provides a framework for commercial exploitation of intellectual property while protecting the interests of both parties under Philippine jurisdiction.

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What is a Royalty Non Exclusive License?

The Royalty Non-Exclusive License agreement is essential for businesses and individuals seeking to monetize their intellectual property rights in the Philippines while maintaining flexibility in their licensing strategy. This document is particularly relevant when the IP owner wishes to generate revenue through multiple licensing arrangements without granting exclusive rights to any single party. The agreement must comply with Philippine intellectual property laws, including the Intellectual Property Code (Republic Act No. 8293) and the Technology Transfer Act (Republic Act No. 10055). It typically includes detailed provisions for royalty calculations, payment schedules, quality control measures, and reporting requirements. The non-exclusive nature of the license makes it especially suitable for scenarios where the IP owner wants to maximize market penetration through multiple licensees or maintain relationships with various commercial partners in different market segments or geographical areas.

What sections should be included in a Royalty Non Exclusive License?

1. Parties: Identification of the Licensor and Licensee with complete legal names and addresses

2. Background: Context of the agreement, description of the intellectual property, and parties' intentions

3. Definitions: Definitions of key terms used throughout the agreement, including 'Licensed Property', 'Territory', 'Royalties', etc.

4. Grant of License: Explicit grant of non-exclusive license, scope of rights, and permitted uses

5. Territory: Geographic areas where the license can be exercised

6. Royalty Payments: Royalty rates, calculation methods, payment terms, currency, and reporting requirements

7. Records and Audit: Requirements for maintaining records and licensor's audit rights

8. Quality Control: Standards and requirements for use of the licensed property

9. Intellectual Property Protection: Provisions for maintaining and protecting the licensed IP rights

10. Term and Termination: Duration of the agreement and grounds for termination

11. Confidentiality: Protection of confidential information exchanged during the agreement

12. Warranties and Representations: Warranties regarding IP ownership, right to license, and non-infringement

13. Indemnification: Mutual indemnification obligations and procedures

14. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes

15. General Provisions: Standard boilerplate provisions including notices, amendment process, and severability

What sections are optional to include in a Royalty Non Exclusive License?

1. Sublicensing Rights: Include when sublicensing is permitted, specifying conditions and restrictions

2. Minimum Guarantees: Include when there are minimum royalty payments or performance requirements

3. Technology Transfer: Include when technical support or knowledge transfer is part of the agreement

4. Competition Compliance: Include when there are specific competition law concerns or requirements

5. Export Control: Include when the licensed property is subject to export control regulations

6. Insurance: Include when specific insurance coverage is required for the licensed activities

7. Source Code Escrow: Include for software licenses where source code access might be needed

8. Marketing and Promotion: Include when specific marketing obligations or restrictions apply

What schedules should be included in a Royalty Non Exclusive License?

1. Schedule A - Licensed Property: Detailed description of the intellectual property being licensed

2. Schedule B - Royalty Rates: Detailed breakdown of royalty rates, calculation methods, and examples

3. Schedule C - Quality Control Standards: Specific quality requirements and testing procedures

4. Schedule D - Reporting Template: Template for regular royalty reports and sales documentation

5. Schedule E - Approved Sub-contractors: List of approved third parties for manufacturing or distribution

6. Appendix 1 - Technical Specifications: Technical details and specifications of the licensed property

7. Appendix 2 - Brand Guidelines: Guidelines for using licensed trademarks or branding elements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Philippines

Publisher

Genie AI

Document Type

License Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology

Manufacturing

Software Development

Entertainment

Media & Broadcasting

Pharmaceuticals

Biotechnology

Consumer Goods

Automotive

Electronics

Fashion & Apparel

Research & Development

Education

Telecommunications

Relevant Teams

Legal

Intellectual Property

Finance

Business Development

Research and Development

Commercial Operations

Compliance

Technology Transfer

Innovation

Licensing Operations

Contract Administration

Relevant Roles

Intellectual Property Manager

Licensing Director

Chief Technology Officer

Legal Counsel

Commercial Director

Business Development Manager

Research Director

Technology Transfer Officer

Contract Manager

Chief Financial Officer

IP Commercialization Manager

Innovation Director

Patent Attorney

Royalty Accounting Manager

Compliance Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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