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1. Parties: Identification of assignor/licensor and assignee/licensee
2. Background: Context of the assignment/license and description of the patent(s)
3. Definitions: Key terms used throughout the agreement
4. Assignment/License Grant: Scope and nature of rights being transferred
5. Consideration: Payment terms and other consideration
6. Representations and Warranties: Statements regarding ownership, validity, and right to transfer
7. Term and Termination: Duration and conditions for ending the agreement
8. Governing Law: Applicable jurisdiction and choice of law
1. Field of Use Restrictions: Limitations on how the patent can be used - include when licensing specific applications of the patent
2. Sublicensing Rights: Rights to grant licenses to third parties - include when licensee needs to sublicense
3. Improvements: Rights to future improvements of the patent - include when ongoing development is expected
4. Export Control: Compliance with export regulations - include when international transfer is involved
1. Schedule A - Patent Details: Detailed list of patents being assigned/licensed including registration numbers
2. Schedule B - Payment Terms: Detailed payment schedule and royalty calculations
3. Schedule C - Technical Documentation: Technical information and know-how related to the patent
4. Form of Assignment: USPTO recordable assignment document
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