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Royalty Non Exclusive License
1. Parties: Identification of the licensor and licensee, including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, description of the intellectual property being licensed, and the parties' intentions
3. Definitions: Detailed definitions of key terms used throughout the agreement, including Licensed Rights, Territory, and Royalty Revenue
4. Grant of License: Specific terms of the non-exclusive license, including scope, territory, and confirmation of non-exclusivity
5. Royalty Payments: Detailed structure of royalty calculations, payment terms, currency, and payment methods
6. Reporting and Auditing: Requirements for reporting sales/usage, record-keeping obligations, and audit rights
7. Licensed Property Usage: Guidelines and restrictions on how the licensed property may be used
8. Quality Control: Standards and requirements for maintaining quality in the use of licensed property
9. Intellectual Property Protection: Provisions for protecting the licensed IP, including handling infringement and unauthorized use
10. Term and Termination: Duration of the agreement, renewal terms, and grounds for termination
11. Post-Termination Obligations: Obligations and rights of parties after agreement termination
12. Representations and Warranties: Statements and guarantees from both parties regarding their rights and obligations
13. Liability and Indemnification: Allocation of risks and responsibilities between parties
14. Confidentiality: Protection of confidential information exchanged during the agreement
15. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
16. General Provisions: Standard clauses including notices, amendments, assignment, and severability
1. Minimum Royalty Guarantee: Used when the licensor requires minimum guaranteed royalty payments regardless of actual sales/usage
2. Sub-licensing Rights: Include when the licensee is permitted to sub-license the rights to third parties
3. Marketing and Promotion: Include when specific marketing obligations or restrictions need to be imposed on the licensee
4. Development Obligations: Used when the license includes requirements for product development or improvement
5. Export Control: Include when the licensed property may be subject to export control regulations
6. Source Code Escrow: Include for software licenses where source code access might be needed under certain conditions
7. Data Protection: Include when personal data processing is involved in the license implementation
8. Competition Law Compliance: Detailed provisions when the license might have significant market impact
1. Schedule 1: Licensed Property: Detailed description of the intellectual property being licensed, including registration numbers if applicable
2. Schedule 2: Royalty Calculations: Detailed formula and examples of how royalties will be calculated
3. Schedule 3: Technical Specifications: Technical details and requirements for using the licensed property
4. Schedule 4: Quality Control Standards: Specific quality standards and testing procedures
5. Schedule 5: Reporting Templates: Standard forms for periodic royalty reporting
6. Appendix A: Approved Use Examples: Examples of approved uses of the licensed property
7. Appendix B: Territory Definition: Detailed description of geographical areas covered by the license
8. Appendix C: Contact Details: List of key contacts and their roles for both parties
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