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Commercial Licence Agreement
1. Parties: Identification and details of the licensor and licensee, including registered addresses and company registration numbers
2. Background: Context of the agreement, brief description of the licensed material, and the parties' intentions
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. License Grant: Scope of the license, including territory, exclusivity/non-exclusivity, and permitted uses
5. License Fees and Payment Terms: Financial terms, payment schedule, and method of payment
6. Duration and Termination: Term of the agreement, renewal provisions, and termination rights
7. Intellectual Property Rights: Ownership of IP rights and protection measures
8. Licensee Obligations: Key responsibilities and restrictions on the licensee's use of the licensed material
9. Licensor Obligations: Support, maintenance, and other obligations of the licensor
10. Warranties and Representations: Standard warranties regarding ownership, right to license, and quality assurances
11. Limitation of Liability: Caps on liability and exclusions of certain types of damages
12. Confidentiality: Protection of confidential information exchanged during the agreement
13. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including assignment, severability, and entire agreement
1. Source Code Escrow: For software licenses where source code protection is required
2. Data Protection: Required if personal data processing is involved in the licensed material
3. Quality Control: For trademark or brand licensing where maintaining quality standards is crucial
4. Territory Restrictions: Detailed geographical restrictions if license is territory-specific
5. Sublicensing Rights: If sublicensing is permitted, details of conditions and restrictions
6. Export Control: For technologies subject to export regulations
7. Open Source Components: For software licenses involving open source elements
8. Change Control: Procedures for managing changes to the licensed material
9. Training and Support: Details of additional support services if provided
10. Audit Rights: Rights to audit licensee's use of the licensed material
1. Schedule 1 - Licensed Material: Detailed description of the licensed material, including technical specifications
2. Schedule 2 - License Fees: Detailed breakdown of fees, payment schedules, and calculation methods
3. Schedule 3 - Technical Requirements: Technical specifications and requirements for using the licensed material
4. Schedule 4 - Service Levels: Service level agreements and support details if applicable
5. Schedule 5 - Approved Sub-licensees: List of approved sub-licensees if sublicensing is permitted
6. Appendix A - Brand Guidelines: If applicable, guidelines for using licensed brands or trademarks
7. Appendix B - Security Requirements: Security standards and requirements for handling the licensed material
8. Appendix C - Implementation Plan: Timeline and milestones for implementing the licensed material
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