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Royalty Non Exclusive License
"I need a Royalty Non-Exclusive License Agreement for licensing our patented pharmaceutical manufacturing process to multiple manufacturers in South Africa, with quarterly royalty payments of 5% of net sales and strict quality control requirements, to be effective from March 1, 2025."
1. Parties: Identification and details of the Licensor and Licensee
2. Background: Context of the agreement and brief description of the intellectual property being licensed
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope of the non-exclusive license, permitted uses, and territorial limitations
5. Royalty Payments: Payment terms, calculation methods, reporting requirements, and payment schedules
6. Quality Control: Standards and requirements for use of the licensed property
7. Protection of IP Rights: Obligations regarding protection and enforcement of the intellectual property rights
8. Term and Termination: Duration of the agreement and circumstances for termination
9. Representations and Warranties: Standard warranties regarding ownership, right to license, and non-infringement
10. Confidentiality: Protection of confidential information exchanged during the agreement
11. General Provisions: Standard legal clauses including notices, assignment, governing law, and dispute resolution
1. Sub-licensing Rights: Include when the licensee is permitted to sub-license the intellectual property to third parties
2. Minimum Performance Requirements: Include when setting specific sales or usage targets for the licensee
3. Marketing and Promotion: Include when specific marketing obligations or restrictions apply
4. Development Obligations: Include when the licensee must develop or improve the licensed property
5. Export Control: Include for international licensing arrangements
6. Source Code Escrow: Include for software licensing agreements
7. Training and Support: Include when the licensor provides technical support or training
8. Competition Compliance: Include when there are specific competition law considerations
1. Schedule A - Licensed Property: Detailed description of the intellectual property being licensed
2. Schedule B - Royalty Calculations: Detailed formulas and examples of royalty calculations
3. Schedule C - Quality Standards: Specific quality control requirements and specifications
4. Schedule D - Approved Territory: List of geographical territories where license is valid
5. Schedule E - Reporting Template: Template for regular royalty reporting
6. Schedule F - Technical Specifications: Technical details and requirements for using the licensed property
7. Appendix 1 - Brand Guidelines: Guidelines for using licensed trademarks or branding elements
8. Appendix 2 - Audit Procedures: Procedures for auditing royalty calculations and payments
Authors
Technology
Manufacturing
Media and Entertainment
Pharmaceutical
Consumer Goods
Software and IT
Research and Development
Biotechnology
Retail
Industrial
Telecommunications
Publishing
Legal
Intellectual Property
Commercial
Business Development
Research and Development
Compliance
Finance
Technology Transfer
Innovation
Product Development
Corporate Affairs
Operations
Legal Counsel
Intellectual Property Manager
Commercial Director
Licensing Manager
Business Development Manager
Contract Administrator
Chief Technology Officer
Research Director
Innovation Manager
Chief Legal Officer
IP Rights Manager
Commercial Manager
Technology Transfer Officer
General Counsel
Compliance Officer
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