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Cross License
1. Parties: Identification of the contracting parties, including full legal names and addresses
2. Background: Context of the agreement, brief description of each party's business and IP portfolio, and purpose of the cross-licensing arrangement
3. Definitions: Definitions of key terms used throughout the agreement, including technical terms, IP-related terms, and other important concepts
4. Grant of Rights: Mutual license grants, including scope, territory, and field of use for each party's licensed IP
5. License Restrictions: Specific limitations on the use of licensed IP, including any excluded fields or applications
6. Technical Information and Support: Provisions regarding the exchange of technical documentation and support between parties
7. Confidentiality: Obligations regarding the protection of confidential information exchanged under the agreement
8. Representations and Warranties: Each party's warranties regarding IP ownership, right to license, and non-infringement
9. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
10. Post-Termination Rights: Rights and obligations that survive termination of the agreement
11. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for dispute resolution
12. General Provisions: Standard legal provisions including notices, amendments, assignment, and severability
1. Royalties and Payments: Include when the cross-license involves monetary compensation or royalty payments
2. Quality Control: Include when licensed IP includes trademarks or requires maintaining certain quality standards
3. Improvements: Include when parties want to address rights to future improvements of licensed technology
4. Export Control: Include when licensed technology is subject to export control regulations
5. Patent Marking: Include when licensed IP includes patents and marking requirements need to be addressed
6. Joint Development: Include when parties anticipate collaborative development using licensed IP
7. Sub-licensing Rights: Include when either party needs the right to sub-license to affiliates or third parties
8. Most Favored Nation: Include when parties want to ensure they receive terms as favorable as those given to future licensees
1. Schedule A - Licensed Patents: List of patents and patent applications included in the cross-license
2. Schedule B - Licensed Trademarks: List of trademarks included in the cross-license, if applicable
3. Schedule C - Licensed Know-How: Description of technical knowledge and trade secrets included in the license
4. Schedule D - Technical Specifications: Detailed technical specifications for licensed technology
5. Schedule E - Quality Control Requirements: Specific quality standards and control procedures, if applicable
6. Schedule F - Royalty Calculation: Method for calculating any applicable royalties or payments
7. Appendix 1 - Contact Information: Key contacts for technical, legal, and administrative matters
8. Appendix 2 - Reporting Templates: Standard forms for any required technical or financial reporting
Authors
Agreement
Background IP
Confidential Information
Effective Date
Field of Use
Foreground IP
Improvements
Licensed Patents
Licensed Products
Licensed Technology
Licensed Trademarks
Net Sales
Patent Rights
Technical Information
Territory
Third Party
Trade Secrets
Technical Documentation
Know-How
Intellectual Property Rights
Implementation
Commercial Purpose
Derivative Works
Essential Patents
Grant-Back Rights
Licensed Field
Patent Applications
Proprietary Information
Quality Standards
Royalty Period
Subsidiary
Technical Assistance
Working Day
Competition Laws
Cross-Licensed Rights
Excluded Field
Have-Made Rights
Innovation
Joint Improvements
Licensed Software
Manufacturing Process
Patent Family
Prosecution
Related Rights
Specifications
Term
Trade Names
Use Rights
Grant of Rights
License Scope
Technical Cooperation
Confidentiality
Intellectual Property Rights
Quality Control
Representations and Warranties
Indemnification
Term and Termination
Force Majeure
Assignment
Governing Law
Dispute Resolution
Improvements
Technology Transfer
Patent Marking
Competition Compliance
Reporting Requirements
Sub-licensing
Export Control
Most Favored Nation
Audit Rights
Notice
Severability
Entire Agreement
Amendment
Non-Assignment
Waiver
Technical Support
Payment Terms
Record Keeping
Compliance with Laws
Territory Restrictions
Field of Use Restrictions
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