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Manufacturing Licence Agreement
"I need a Manufacturing Licence Agreement to allow a German manufacturer to produce our patented automotive parts in their facilities, with strict quality control requirements and the ability to sub-license to their subsidiaries in France and Spain, starting from March 2025."
1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions: Defined terms used throughout the agreement
4. Grant of Licence: Scope and nature of the manufacturing licence being granted
5. Territory: Geographical scope where manufacturing is permitted
6. Quality Control: Standards and specifications for manufacturing
7. Intellectual Property Rights: Protection and ownership of IP
8. Payment Terms: Royalties, fees and payment schedules
9. Term and Termination: Duration and termination provisions
10. Confidentiality: Protection of confidential information
1. Improvements: Provisions for handling improvements to the licensed technology when ongoing development is expected
2. Sub-licensing: Rights and restrictions on sub-licensing when such permissions might be granted
3. Export Controls: Export compliance requirements for international manufacturing operations
4. Environmental Compliance: Environmental obligations for environmentally sensitive manufacturing processes
5. Training and Support: Technical assistance provisions when ongoing support is needed
1. Technical Specifications: Detailed manufacturing specifications and standards
2. Quality Control Procedures: Detailed quality control requirements and processes
3. Licensed Products: List and specifications of products covered by the licence
4. Licensed IP: Details of patents, trademarks and other IP being licensed
5. Royalty Calculations: Detailed methodology for calculating royalties
6. Approved Sub-contractors: List of approved sub-contractors if relevant
7. Form of Quality Reports: Templates for required quality reporting
Authors
Agreement
Commencement Date
Confidential Information
Effective Date
Field of Use
Force Majeure Event
Good Manufacturing Practice
Improvements
Initial Term
Intellectual Property Rights
Know-How
Licensed IP
Licensed Products
Licensed Technology
Manufacturing Process
Manufacturing Specifications
Net Sales
Patent Rights
Quality Standards
Quarter
Royalties
Specifications
Sub-licensee
Technical Information
Territory
Third Party
Trade Marks
Working Day
Year
Grant of Rights
Term and Termination
Manufacturing Rights
Quality Control
Technical Assistance
Intellectual Property Rights
Patents
Trade Marks
Improvements
Know-How
Confidentiality
Non-Competition
Royalties
Payment Terms
Record Keeping
Audit Rights
Warranties
Indemnification
Insurance
Force Majeure
Assignment
Sub-licensing
Territory Restrictions
Export Control
Regulatory Compliance
Environmental Compliance
Health and Safety
Product Liability
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Variation
Waiver
Third Party Rights
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