License Back Agreement Template for Denmark

The License Back Agreement is essential in situations where intellectual property rights have been transferred but the original owner needs to retain certain usage rights. This document type is commonly used in technology transfers, corporate restructuring, or joint development projects where maintaining access to previously owned IP is crucial for ongoing operations. Under Danish law, these agreements must comply with the Danish Contracts Act, relevant IP legislation, and competition laws. The License Back Agreement typically includes detailed provisions on the scope of licensed rights, usage restrictions, quality control measures, and compliance requirements. It's particularly relevant in scenarios involving patent rights, software licenses, or technology transfers where the original owner needs to continue using the IP for specific purposes while the main rights reside with the new owner.

1. Parties: Identification of the parties entering into the agreement - the licensor (typically the original licensee/assignee) and licensee (original owner)

2. Background: Context of the agreement, including reference to the original transfer of rights and the basis for the license back arrangement

3. Definitions: Key terms used throughout the agreement, including technical terms, IP definitions, and specific industry terminology

4. Grant of License: Specific rights being licensed back, including scope, territory, and field of use

5. Term and Termination: Duration of the license back and circumstances under which it can be terminated

6. License Conditions: Conditions and restrictions on the use of the licensed rights

7. IP Ownership and Improvements: Clarification of IP ownership and rights to any improvements or modifications

8. Confidentiality: Obligations regarding confidential information exchanged under the agreement

9. Warranties and Representations: Assurances regarding the licensed rights and authority to grant the license

10. Liability and Indemnification: Allocation of risks and responsibilities between parties

11. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes

12. General Provisions: Standard contractual provisions including notices, amendments, and severability