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1. Parties: Identification of licensor and licensee with full legal names and addresses
2. Background: Context of the agreement, including brief description of the technology and purpose of licensing
3. Definitions: Key terms used throughout the agreement including Technology, Licensed Products, Territory, etc.
4. Grant of License: Scope of license, including type (exclusive/non-exclusive), territory, and field of use
5. Payment Terms: License fees, royalties, payment schedule, and reporting requirements
6. IP Rights and Ownership: Confirmation of ownership and protection of intellectual property rights
7. Term and Termination: Duration of agreement and circumstances for termination
8. Confidentiality: Protection of confidential information exchanged during the agreement
1. Improvements: Rights and obligations regarding technological improvements - include when ongoing development is expected
2. Sublicensing Rights: Terms for sublicensing to third parties - include when sublicensing may be desired
3. Technical Support: Terms for providing technical assistance - include when implementation support is needed
4. Quality Control: Standards for licensed product quality - include when brand reputation is important
5. Export Control: Compliance with export regulations - include when international use is involved
1. Technology Description Schedule: Detailed technical specifications of licensed technology
2. Patent Schedule: List of patents covered by the license
3. Royalty Calculation Schedule: Detailed explanation of royalty calculations
4. Technical Support Services Schedule: Scope and terms of technical support if provided
5. Quality Standards Schedule: Detailed quality requirements and testing procedures
6. Territory Definition Schedule: Detailed description of licensed territory if geographical restrictions apply
Technology
Licensed Technology
Licensed Products
Licensed Rights
Effective Date
Territory
Field of Use
Intellectual Property Rights
Patents
Know-How
Technical Information
Confidential Information
Improvements
Net Sales
Royalties
License Fees
Term
Termination Date
Affiliate
Sublicense
Sublicensee
Technical Documentation
Specifications
Commercial Use
Background IP
Foreground IP
Trade Secrets
Intellectual Property Claims
Quality Standards
Regulatory Approvals
Force Majeure
Gross Revenue
License Period
Material Breach
Patent Rights
Technical Support
Implementation Period
Development Phase
Commercialization
Scope of Rights
Territory Restrictions
Payment and Royalties
Intellectual Property Rights
Confidentiality
Technical Support
Quality Control
Warranties and Representations
Indemnification
Term and Termination
Force Majeure
Assignment
Sublicensing
Improvements
Record Keeping
Audit Rights
Regulatory Compliance
Export Control
Non-Competition
Technology Transfer
Implementation Support
Dispute Resolution
Governing Law
Insurance
Notice Requirements
Severability
Amendment and Modification
Entire Agreement
Patent Marking
Performance Requirements
Reporting Obligations
Technology Maintenance
Patent Defense
Data Protection
Third-Party Rights
Waiver
Bankruptcy
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Technology Licensing Agreements
U.S.-governed agreement establishing terms for technology licensing between a licensor and licensee, including usage rights, payments, and compliance requirements.
Technology Licensing Agreement
A U.S.-governed agreement establishing terms for licensing technology and intellectual property between parties, including usage rights and obligations.
Technology Transfer License Agreement
A U.S.-governed agreement enabling the transfer of technology rights and know-how between parties, subject to federal and state regulations.
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A U.S.-governed agreement establishing terms for sharing proprietary technology between parties, including IP rights and usage conditions.
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