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Licensing Contract Template for Malaysia

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Key Requirements PROMPT example:

Licensing Contract

"I need a Licensing Contract under Malaysian law for licensing our patented manufacturing process to a local company, with exclusive rights in Southeast Asia for 5 years starting March 2025, including quarterly royalty payments and strict quality control measures."

Document background
This Licensing Contract template is designed for use under Malaysian law when one party wishes to grant another party the right to use their intellectual property, technology, or proprietary information while retaining ownership. It's particularly relevant in Malaysia's rapidly growing technology and innovation sectors, and can be adapted for various types of intellectual property including patents, trademarks, copyright, and trade secrets. The document incorporates key requirements from Malaysian intellectual property and contract law, making it suitable for both domestic and international licensing arrangements. It's structured to protect the interests of both licensor and licensee while ensuring compliance with Malaysian regulatory requirements, including those under the Patents Act 1983, Trade Marks Act 2019, and Competition Act 2010. The contract is essential for businesses looking to monetize their intellectual property or acquire rights to use others' IP in the Malaysian market.
Suggested Sections

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

2. Background: Context of the agreement, including description of the intellectual property and business relationship

3. Definitions: Defined terms used throughout the agreement

4. Grant of License: Scope and nature of the license being granted

5. Term and Territory: Duration of the license and geographical limitations

6. Payment Terms: License fees, royalties, and payment schedules

7. Intellectual Property Rights: Ownership and protection of the licensed IP

8. Obligations of the Licensor: Licensor's duties including maintenance and protection of IP

9. Obligations of the Licensee: Licensee's responsibilities including usage restrictions and quality control

10. Quality Control: Standards and requirements for using the licensed IP

11. Confidentiality: Protection of confidential information exchanged

12. Warranties and Representations: Promises and assurances made by both parties

13. Termination: Circumstances and procedures for ending the agreement

14. Post-Termination Obligations: Duties of parties after agreement ends

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

Optional Sections

1. Sub-licensing Rights: Terms for allowing licensee to grant sub-licenses, used when sub-licensing is permitted

2. Technology Transfer: Provisions for technical knowledge transfer, relevant for technical IP licensing

3. Performance Requirements: Minimum performance or sales targets, used in commercial licensing agreements

4. Export Control: Restrictions on export/import, needed for international licensing

5. Source Code Escrow: Terms for source code protection, specific to software licensing

6. Training and Support: Details of technical support provided, relevant for complex technical licenses

7. Competition Compliance: Anti-competitive provisions, needed for licenses that might affect market competition

8. Improvements and Modifications: Rights regarding improvements to the licensed IP, important for technology licenses

9. Insurance Requirements: Insurance obligations, relevant for high-risk or high-value licenses

Suggested Schedules

1. Schedule 1 - Licensed Intellectual Property: Detailed description of the IP being licensed

2. Schedule 2 - License Fees and Royalties: Detailed payment terms, calculations, and schedules

3. Schedule 3 - Technical Specifications: Technical details and requirements of the licensed IP

4. Schedule 4 - Quality Control Standards: Specific quality requirements and testing procedures

5. Schedule 5 - Approved Use Guidelines: Guidelines for acceptable use of the licensed IP

6. Schedule 6 - Reporting Requirements: Format and frequency of required reports

7. Appendix A - Brand Guidelines: Guidelines for brand usage if applicable

8. Appendix B - Service Level Agreement: Support and maintenance terms if applicable

9. Appendix C - Territory Map: Geographical boundaries of the license if applicable

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

























Clauses






























Relevant Industries

Technology

Manufacturing

Software Development

Pharmaceuticals

Biotechnology

Consumer Goods

Entertainment

Media

Telecommunications

Education

Research and Development

Automotive

Fashion and Retail

Food and Beverage

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Research and Development

Operations

Compliance

Technology Transfer

Innovation

Corporate Strategy

Relevant Roles

Legal Counsel

Intellectual Property Manager

Commercial Director

Business Development Manager

Technology Transfer Officer

Licensing Manager

Contract Administrator

Chief Technology Officer

Research and Development Director

Innovation Manager

Chief Executive Officer

Intellectual Property Lawyer

Commercial Manager

Operations Director

Chief Legal Officer

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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