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Master License Agreement Template for Denmark

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Master License Agreement

Document background
The Master License Agreement is a fundamental commercial contract used when a company wishes to license its intellectual property, software, or proprietary materials to another organization under Danish law. This agreement type is particularly crucial in technology-driven transactions where ongoing relationships need to be carefully managed. It establishes the overarching terms and conditions that will govern the licensing relationship, including scope of use, fees, support services, and compliance requirements. The document must comply with Danish legal requirements and EU regulations, particularly regarding data protection and competition law. The Master License Agreement is designed to be supplemented by schedules and appendices that can detail specific products, services, or commercial terms, allowing for flexibility while maintaining a consistent legal framework.
Suggested Sections

1. Parties: Identification and details of the licensor and licensee

2. Background: Context of the agreement and general objectives of the parties

3. Definitions: Detailed definitions of terms used throughout the agreement

4. Grant of License: Scope of the license, including type (exclusive/non-exclusive), territory, and permitted uses

5. License Fees and Payment Terms: Financial terms, payment schedules, and invoicing requirements

6. Intellectual Property Rights: Ownership of IP, protection of rights, and handling of improvements

7. Confidentiality: Protection and handling of confidential information

8. Warranties and Representations: Parties' warranties regarding the licensed material and authority to enter agreement

9. Support and Maintenance: Terms for ongoing support, updates, and maintenance services

10. Term and Termination: Duration, renewal terms, and termination provisions

11. Liability and Indemnification: Limitation of liability and indemnification obligations

12. Data Protection: GDPR compliance and data handling requirements

13. General Provisions: Standard clauses including governing law, notices, and assignment

Optional Sections

1. Sub-licensing Rights: Include when licensee is permitted to sub-license to third parties

2. Source Code Escrow: Include for software licenses where source code escrow is required

3. Training and Implementation: Include when the license includes significant training or implementation services

4. Export Control: Include when licensed materials may be subject to export regulations

5. Audit Rights: Include when licensor requires right to audit licensee's use

6. Territory Restrictions: Include when license is restricted to specific geographical areas

7. Competition Law Compliance: Include when agreement might raise competition law concerns

8. Change Control: Include when frequent changes to technical specifications are expected

Suggested Schedules

1. Schedule 1 - Licensed Materials: Detailed description of licensed software, content, or materials

2. Schedule 2 - Technical Specifications: Technical requirements and specifications of licensed materials

3. Schedule 3 - Service Levels: Performance metrics and service level agreements

4. Schedule 4 - Fee Schedule: Detailed breakdown of license fees, payment terms, and calculations

5. Schedule 5 - Support and Maintenance Services: Detailed description of support and maintenance obligations

6. Appendix A - Authorized Users: Definition and list of authorized users or user categories

7. Appendix B - Security Requirements: Security protocols and requirements for handling licensed materials

8. Appendix C - Data Processing Agreement: GDPR-compliant data processing terms if applicable

Authors

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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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