Sublicensable License Template for Australia

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Key Requirements PROMPT example:

Sublicensable License

"I need a Sublicensable License agreement for a software platform that we're licensing to a distributor in Australia, who will sublicense it to educational institutions; the agreement should include strict data protection requirements and quality control measures for all sublicensees."

Document background
This Sublicensable License agreement template is designed for use in the Australian jurisdiction when a party wishes to grant both direct license rights and the ability to sublicense those rights to third parties. The document is particularly valuable in commercial arrangements where the licensed intellectual property or technology needs to be distributed through multiple channels or requires implementation by multiple parties. It incorporates key provisions required under Australian intellectual property and competition laws, including the Copyright Act 1968 (Cth) and the Competition and Consumer Act 2010 (Cth). The agreement provides comprehensive coverage of license scope, quality control measures, revenue sharing mechanisms, and compliance requirements, making it suitable for complex licensing arrangements where the licensee needs flexibility to extend rights to other parties while maintaining appropriate controls over the licensed material.
Suggested Sections

1. Parties: Identifies and provides full details of all parties to the agreement

2. Background: Sets out the context and purpose of the license agreement

3. Definitions and Interpretation: Defines key terms and establishes interpretation principles

4. Grant of License: Specifies the scope of the license, including sublicensing rights and any territorial restrictions

5. License Fees and Payment Terms: Details the financial terms, payment schedule, and reporting requirements

6. Intellectual Property Rights: Confirms ownership and protection of intellectual property

7. Sublicensing Rights and Obligations: Specifies terms and conditions for sublicensing, including approval processes and restrictions

8. Quality Control and Standards: Sets standards for use of licensed material and quality assurance requirements

9. Representations and Warranties: Contains standard warranties about ownership, authority, and non-infringement

10. Indemnification: Addresses risk allocation and protection against third-party claims

11. Term and Termination: Specifies duration, renewal options, and termination rights

12. Post-Termination Obligations: Details obligations surviving termination

13. Confidentiality: Protects confidential information exchanged under the agreement

14. General Provisions: Contains standard boilerplate clauses including governing law, notices, and assignment

Optional Sections

1. Minimum Performance Requirements: Include when licensee must meet specific performance targets or minimum royalty payments

2. Marketing and Promotion: Include when there are specific requirements for marketing licensed products/services

3. Technical Support and Maintenance: Include for software or technology licenses requiring ongoing support

4. Data Protection and Privacy: Include when licensed material involves personal data processing

5. Export Control: Include for international licenses involving regulated technologies

6. Source Code Escrow: Include for software licenses where source code access might be required

7. Insurance Requirements: Include when specific insurance coverage is required for licensed activities

8. Audit Rights: Include when detailed financial or compliance auditing is necessary

Suggested Schedules

1. Schedule 1 - Licensed Material: Detailed description of intellectual property being licensed

2. Schedule 2 - License Fees and Royalty Calculations: Detailed breakdown of payment terms and calculation methods

3. Schedule 3 - Technical Specifications: Technical requirements and standards for licensed material

4. Schedule 4 - Quality Control Procedures: Detailed quality control requirements and processes

5. Schedule 5 - Approved Sublicensees: List of pre-approved sublicensees if applicable

6. Schedule 6 - Territory: Detailed description of geographic territories covered by the license

7. Appendix A - Reporting Templates: Standard forms for required periodic reports

8. Appendix B - Brand Guidelines: Guidelines for use of licensed trademarks or branding

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 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 and Software

Media and Entertainment

Pharmaceutical and Biotechnology

Manufacturing

Telecommunications

Consumer Products

Professional Services

Healthcare

Education and Training

Research and Development

Retail and Distribution

Digital Content and Publishing

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Sales

Operations

Technology

Research and Development

Compliance

Finance

Product Development

Partnership Management

Relevant Roles

Legal Counsel

Intellectual Property Manager

Commercial Director

Licensing Manager

Business Development Manager

Contract Manager

Chief Technology Officer

Product Manager

Operations Director

Compliance Officer

Partnership Manager

Sales Director

Research Director

Innovation 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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