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Non Exclusive Option Agreement
"I need a Non-Exclusive Option Agreement under Dutch law for a potential software licensing deal, where the option holder will have 6 months from March 2025 to exercise the option, with the ability to conduct technical due diligence during this period."
1. Parties: Identification and details of the parties entering into the agreement
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of Option: Details of the option rights being granted and their non-exclusive nature
5. Option Period: Duration of the option and any extension provisions
6. Option Fee: Details of the consideration paid for the option rights
7. Exercise of Option: Process and requirements for exercising the option
8. Exercise Price: The price payable upon exercise of the option
9. Representations and Warranties: Standard representations and warranties from both parties
10. Confidentiality: Provisions regarding confidential information
11. Assignment: Restrictions on transfer of rights under the agreement
12. Termination: Circumstances under which the agreement may be terminated
13. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction
14. General Provisions: Standard boilerplate clauses including notices, entire agreement, and severability
1. Intellectual Property Rights: Required if the option relates to IP assets, covering ownership and licensing
2. Due Diligence: Required if the option involves complex assets requiring investigation
3. Competition Law Compliance: Required if there are specific competition law considerations
4. Registration Rights: Required if the option needs to be registered (e.g., real estate)
5. Tax Provisions: Required if there are specific tax implications to be addressed
6. Third Party Rights: Required if third party consents or rights need to be addressed
7. Force Majeure: Optional clause for circumstances preventing performance
8. Data Protection: Required if personal data processing is involved
1. Schedule 1 - Description of Option Subject Matter: Detailed description of the assets or rights subject to the option
2. Schedule 2 - Option Exercise Notice: Form of notice to be used when exercising the option
3. Schedule 3 - Payment Terms: Detailed payment mechanisms and schedules
4. Schedule 4 - Due Diligence Requirements: List of required due diligence items if applicable
5. Appendix A - Required Consents: List of required third party or regulatory consents
6. Appendix B - Completion Requirements: Checklist of requirements for completing the option exercise
Authors
Real Estate
Technology
Manufacturing
Intellectual Property
Entertainment
Media
Financial Services
Energy
Life Sciences
Mining
Agriculture
Retail
Software
Telecommunications
Legal
Commercial
Business Development
Corporate Development
Real Estate
Intellectual Property
Mergers & Acquisitions
Licensing
Investment
Property Development
Procurement
Strategy
Legal Counsel
Contract Manager
Business Development Manager
Commercial Director
Chief Legal Officer
Intellectual Property Manager
Real Estate Manager
Investment Manager
Licensing Manager
Corporate Development Director
General Counsel
Transaction Manager
Chief Commercial Officer
Property Development Manager
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