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Licence Agreement Term Sheet
"I need a Licence Agreement Term Sheet for licensing our new AI software technology to a European distributor, with exclusive rights in Germany and France, including provisions for revenue-based royalties and minimum performance targets starting from March 2025."
1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the agreement and ownership of relevant IP rights
3. Definitions: Key terms used throughout the term sheet
4. Subject Matter: Description of the IP rights being licensed
5. Licence Grant: Scope and nature of the licence (exclusive/non-exclusive)
6. Territory: Geographical scope of the licence
7. Duration: Term of the licence and renewal provisions
8. Financial Terms: Licensing fees, royalties, and payment terms
1. Minimum Performance Requirements: Used when licensor wants to ensure minimum revenue or performance targets are met by the licensee
2. Sub-licensing Rights: Rights and conditions for the licensee to grant sub-licences to third parties
3. Improvements: Rights and obligations relating to improvements to the licensed IP
4. Technical Support: Provisions for technical support and maintenance from licensor
1. Schedule 1 - Licensed IP: Detailed description and specification of the intellectual property being licensed
2. Schedule 2 - Commercial Terms: Detailed financial terms, royalty calculations and payment schedules
3. Schedule 3 - Technical Specifications: Technical details and specifications of licensed technology or products
4. Schedule 4 - Quality Standards: Quality requirements, control procedures and compliance standards
Authors
Background IP
Business Day
Commencement Date
Confidential Information
Effective Date
Foreground IP
Improvements
Initial Term
Intellectual Property Rights
Licensed IP
Licensed Products
Licensed Territory
Licence Fee
Net Sales
Patents
Quarter
Renewal Term
Royalties
Royalty Period
Royalty Rate
Subsidiary
Term
Trade Marks
Technical Information
Working Day
Scope of Licence
Territory
Duration
Payment Terms
Royalties
Minimum Performance Requirements
Quality Control
Sub-licensing Rights
Intellectual Property Rights
Improvements
Technical Support
Confidentiality
Warranties
Indemnification
Term and Termination
Assignment
Dispute Resolution
Governing Law
Force Majeure
Exclusivity
Reporting Requirements
Audit Rights
Record Keeping
Marketing and Promotion
Non-Competition
Regulatory Compliance
Export Control
Insurance Requirements
Notices
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