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Licensing Agreement Template for Malaysia

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Key Requirements PROMPT example:

Licensing Agreement

"I need a Licensing Agreement for software technology to be used in Malaysia and Singapore, where my company will license our proprietary AI-powered inventory management system to a retail chain, with the agreement starting from March 2025."

Document background
The Licensing Agreement serves as a crucial legal instrument in Malaysian commercial practice, establishing the framework for intellectual property commercialization and technology transfer. It is commonly used when a business wants to monetize its intellectual property by allowing others to use it under controlled conditions, or when a company needs to acquire rights to use valuable IP for its operations. The agreement must comply with Malaysian intellectual property laws, contract law principles, and relevant industry regulations. This document type is particularly important given Malaysia's position as a hub for manufacturing, technology, and innovation in Southeast Asia, often involving both domestic and international parties. The Licensing Agreement typically includes detailed provisions on IP rights, usage limitations, quality control, payment structures, and termination rights, all within the context of Malaysian legal requirements and business practices.
Suggested Sections

1. Parties: Identification of the licensor and licensee with full legal names and registered addresses

2. Background: Context of the agreement, description of the intellectual property, and parties' authority to enter into the agreement

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

4. Grant of License: Scope of the license, whether exclusive or non-exclusive, territory, and permitted uses

5. Term and Termination: Duration of the agreement, renewal terms, and circumstances for termination

6. Payment Terms: License fees, royalties, payment schedule, and calculation methods

7. IP Ownership and Protection: Confirmation of IP ownership, protection measures, and handling of improvements

8. Confidentiality: Protection of confidential information shared during the license period

9. Warranties and Representations: Warranties regarding IP ownership, right to license, and non-infringement

10. Indemnification: Parties' obligations to protect each other from third-party claims

11. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction for disputes

12. Miscellaneous: Standard boilerplate provisions including notices, amendments, and assignment

Optional Sections

1. Quality Control: Required for trademark licenses to maintain quality standards of branded products

2. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses

3. Technology Transfer: Necessary for patent licenses involving technical knowledge transfer

4. Source Code Escrow: For software licenses where source code access may be required

5. Export Control: Required when licensed IP may be subject to export restrictions

6. Minimum Performance Requirements: Include when licensee must meet specific performance targets

7. Training and Support: When ongoing technical support or training is part of the license

8. Insurance: When specific insurance coverage is required for licensed activities

Suggested Schedules

1. Schedule 1 - Licensed IP: Detailed description of the intellectual property being licensed, including registration numbers

2. Schedule 2 - Territory: Detailed definition of geographic territories where license is valid

3. Schedule 3 - Royalty Calculations: Detailed formulas and examples for calculating royalties

4. Schedule 4 - Technical Specifications: Technical details, standards, and requirements for licensed technology

5. Schedule 5 - Quality Control Standards: Specific quality requirements and testing procedures

6. Appendix A - Approved Forms: Standard forms for reporting, ordering, or other routine communications

7. Appendix B - Contact Details: Key contacts and notice addresses for both parties

8. Appendix C - Implementation Timeline: Schedule for implementation of the license and key milestones

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions

























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Relevant Industries

Technology and Software

Manufacturing

Pharmaceuticals

Consumer Goods

Automotive

Electronics

Entertainment and Media

Telecommunications

Biotechnology

Fashion and Retail

Food and Beverage

Research and Development

Relevant Teams

Legal

Intellectual Property

Commercial

Finance

Research and Development

Business Development

Compliance

Technical Operations

Product Development

Quality Assurance

Relevant Roles

Legal Counsel

Intellectual Property Manager

Commercial Director

Chief Technology Officer

Business Development Manager

Licensing Executive

Contract Manager

Chief Financial Officer

Research and Development Director

Compliance Officer

IP Rights Administrator

Technology Transfer Manager

Industries








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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