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1. Parties: Identifies and defines the parties to the agreement, including the original work's rights holder and the derivative work creator
2. Background: Describes the context of the agreement, including details about the original work and the proposed derivative work
3. Definitions: Defines key terms used throughout the agreement, including 'Original Work', 'Derivative Work', 'License', etc.
4. Grant of Rights: Specifies the rights granted to create and use the derivative work, including any limitations or restrictions
5. Scope of Modifications: Details the permitted extent of modifications to the original work
6. Attribution Requirements: Specifies how the original work and its creator must be credited in the derivative work
7. Intellectual Property Rights: Clarifies ownership of rights in both the original and derivative works
8. Quality Control: Sets standards for the quality of the derivative work and any approval processes
9. Term and Termination: Specifies the duration of the license and conditions for termination
10. Warranties and Representations: Includes statements about ownership, authority to license, and non-infringement
11. Indemnification: Outlines mutual or one-way indemnification obligations
12. General Provisions: Contains standard legal provisions including governing law, notices, and entire agreement
1. Royalties and Payments: Include when the license involves financial compensation for use of the original work
2. Sublicensing Rights: Include when the licensee is permitted to sublicense the derivative work to third parties
3. Digital Rights Management: Include when the work involves digital content requiring specific technical protection measures
4. Territory Restrictions: Include when the license is limited to specific geographic regions
5. Marketing and Promotion: Include when there are specific requirements for how the derivative work can be marketed
6. Moral Rights: Include when dealing with jurisdictions that recognize moral rights or when working with artistic works
7. Source Code Requirements: Include when dealing with software-related derivative works
8. Distribution Requirements: Include when there are specific channels or methods required for distribution
1. Schedule A - Original Work Description: Detailed description of the original work, including registration numbers and ownership information
2. Schedule B - Derivative Work Specifications: Detailed description of the proposed derivative work and permitted modifications
3. Schedule C - Technical Requirements: Technical specifications and standards for creating the derivative work
4. Schedule D - Attribution Requirements: Specific format and placement of attribution notices
5. Schedule E - Approved Distribution Channels: List of approved platforms or methods for distributing the derivative work
6. Appendix 1 - Quality Control Guidelines: Detailed quality standards and approval processes
7. Appendix 2 - Revenue Sharing Calculations: If applicable, detailed breakdown of revenue sharing arrangements
8. Appendix 3 - Trademark Usage Guidelines: If applicable, specific guidelines for using any associated trademarks
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