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Commercial Use License
"I need a Commercial Use License agreement under German law for licensing our proprietary software to manufacturing companies in the EU, with specific provisions for usage restrictions and quarterly revenue-based royalties starting from March 2025."
1. Parties: Identification of the licensor and licensee with full legal names and addresses
2. Background: Context of the agreement and brief description of the licensed property
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. License Grant: Scope and nature of the license being granted, including territory and exclusivity terms
5. Commercial Terms: License fees, payment terms, and commercial conditions
6. Usage Rights and Restrictions: Specific permissions and limitations on the use of the licensed property
7. Term and Termination: Duration of the license and conditions for termination
8. Intellectual Property Rights: Ownership and protection of IP rights
9. Warranties and Representations: Guarantees regarding ownership, right to license, and quality assurances
10. Liability and Indemnification: Limitations of liability and indemnification obligations
11. Confidentiality: Protection of confidential information exchanged during the license relationship
12. Governing Law and Jurisdiction: Specification of German law application and jurisdiction for disputes
13. Miscellaneous: Standard boilerplate provisions including severability, entire agreement, and amendments
1. Sublicensing Rights: Include when the licensee is permitted to sublicense the property to third parties
2. Source Code Escrow: For software licenses where source code access might be needed under specific conditions
3. Data Protection: Include when the licensed property involves processing of personal data
4. Support and Maintenance: Include when ongoing technical support or maintenance services are part of the license
5. Export Control: Include for licenses involving technology subject to export restrictions
6. Change Control: Include when the licensed property may need modifications or updates over time
7. Quality Control: Include when the licensor needs to maintain quality standards in the use of their property
1. Schedule 1 - Licensed Property: Detailed description of the licensed property, including technical specifications
2. Schedule 2 - Fee Schedule: Detailed breakdown of license fees, payment terms, and calculation methods
3. Schedule 3 - Technical Requirements: Technical specifications and requirements for using the licensed property
4. Schedule 4 - Service Levels: Performance standards and metrics if applicable
5. Schedule 5 - Approved Use Cases: Specific approved commercial applications and use cases
6. Appendix A - Contact Details: Key contacts for both parties for various aspects of the license relationship
7. Appendix B - Reporting Templates: Standard forms for usage reporting and fee calculations
Authors
Applicable Law
Authorized Purpose
Authorized Users
Business Day
Commercial Use
Confidential Information
Documentation
Effective Date
Fee Schedule
Force Majeure Event
Intellectual Property Rights
License Fee
Licensed Property
License Term
Licensee
Licensor
Maintenance Services
Modifications
Notice
Party/Parties
Payment Terms
Permitted Use
Quality Standards
Reporting Period
Revenue
Specifications
Sub-license
Support Services
Technical Requirements
Territory
Third Party
Updates
Usage Data
Usage Rights
Working Hours
Payment Terms
Usage Rights
Commercial Terms
Intellectual Property Rights
Warranties
Liability
Indemnification
Confidentiality
Term and Termination
Quality Control
Audit Rights
Technical Requirements
Support and Maintenance
Reporting Requirements
Assignment
Sub-licensing
Territory Restrictions
Competition Law
Data Protection
Force Majeure
Dispute Resolution
Governing Law
Amendment
Severability
Notices
Entire Agreement
Export Control
Insurance
Compliance with Laws
Software and Technology
Manufacturing
Digital Media and Entertainment
Telecommunications
Professional Services
Industrial Automation
Healthcare Technology
Financial Technology
Automotive
Consumer Electronics
Legal
Commercial
Intellectual Property
Business Development
Procurement
Technology
Compliance
Product Development
Software Development
Risk Management
Legal Counsel
Contract Manager
Intellectual Property Manager
Commercial Director
Technology Licensing Manager
Chief Technology Officer
Business Development Manager
Compliance Officer
Product Manager
Software Development Manager
Chief Legal Officer
Procurement Manager
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