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Non Transferable License
1. Parties: Identification of the Licensor and Licensee with full legal names and addresses
2. Background: Context of the agreement, nature of the licensed material, and the parties' intention to enter into a non-transferable licensing arrangement
3. Definitions: Key terms used throughout the agreement, including 'Licensed Material', 'Intellectual Property Rights', 'Territory', and 'Term'
4. Grant of License: Specific rights being granted, explicit statement of non-transferability, and permitted uses of the licensed material
5. License Restrictions: Clear prohibitions on transfer, assignment, sublicensing, and other unauthorized uses
6. Term and Termination: Duration of the license, renewal terms, and circumstances under which the agreement can be terminated
7. License Fees: Payment terms, fee structure, and payment schedule
8. Intellectual Property Rights: Confirmation of ownership rights and protection of the licensor's IP
9. Warranties and Representations: Statements regarding ownership, right to license, and quality of licensed material
10. Liability and Indemnification: Limitations of liability and indemnification obligations of both parties
11. Confidentiality: Protection of confidential information exchanged during the license period
12. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
1. Technical Support and Maintenance: Include when the license includes ongoing technical support or maintenance services
2. Quality Control: Include when the licensed material requires specific quality standards or monitoring
3. Territory Restrictions: Include when the license is limited to specific geographic regions
4. Audit Rights: Include when the licensor needs rights to audit the licensee's use of materials
5. Data Protection: Include when personal data processing is involved in the licensed activities
6. Export Control: Include when the licensed material is subject to export control regulations
7. Source Code Escrow: Include when licensing software with source code protection requirements
8. Training and Implementation: Include when the license includes training or implementation services
1. Schedule 1 - Licensed Material: Detailed description of the licensed material, including technical specifications
2. Schedule 2 - License Fees: Detailed breakdown of fees, payment terms, and calculation methods
3. Schedule 3 - Technical Requirements: Technical specifications and requirements for using the licensed material
4. Schedule 4 - Service Levels: Service level commitments if applicable to the licensed material
5. Schedule 5 - Approved Uses: Detailed list of permitted uses and examples of prohibited uses
6. Appendix A - Contact Information: Key contacts for both parties for various aspects of the agreement
7. Appendix B - Reporting Requirements: Templates and schedules for required reporting by the licensee
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