Non Exclusive License Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Non Exclusive License Agreement

"I need a Non-Exclusive License Agreement for my Hong Kong-based software company to license our AI-powered analytics platform to multiple enterprise customers in the APAC region, with the agreement template to be ready by January 2025."

Document background
The Non-Exclusive License Agreement is widely used in Hong Kong's business environment when intellectual property owners wish to monetize their IP assets while maintaining control and the flexibility to grant similar rights to multiple parties. This document is essential for businesses seeking to expand their product offerings, access new technologies, or utilize protected intellectual property without requiring exclusive rights. The agreement, structured under Hong Kong law, typically includes comprehensive terms covering license scope, territory, duration, payment structures, quality control, and compliance requirements. It's particularly valuable in Hong Kong's dynamic commercial landscape where intellectual property transactions are frequent and require robust legal protection while maintaining business flexibility.
Suggested Sections

1. Parties: Identification of licensor and licensee with full legal names and addresses

2. Background: Context of the agreement, ownership of intellectual property, and purpose of the license

3. Definitions: Defined terms used throughout the agreement

4. License Grant: Scope of the non-exclusive license, permitted uses, and any restrictions

5. Term and Territory: Duration of the license and geographical scope of permitted use

6. Payment Terms: License fees, royalties, payment schedule, and reporting requirements

7. Intellectual Property Rights: Ownership confirmation, protection of IP rights, and handling of improvements

8. Licensee Obligations: Key responsibilities of the licensee including quality control and compliance

9. Representations and Warranties: Standard warranties regarding IP ownership, right to license, and non-infringement

10. Limitation of Liability: Limitations on parties' liability and exclusions

11. Termination: Termination rights, process, and consequences

12. Confidentiality: Protection of confidential information exchanged under the agreement

13. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment

Optional Sections

1. Sub-licensing Rights: Include when licensee may need to grant sub-licenses to affiliates or third parties

2. Quality Control: Important for trademark licenses or when licensed products/services must meet specific standards

3. Export Control: Required when licensed items may be subject to export regulations

4. Source Code Escrow: For software licenses where source code access might be needed in specific circumstances

5. Data Protection: When license involves processing of personal data

6. Training and Support: If licensor provides technical support or training as part of the license

7. Insurance: When specific insurance coverage is required for licensed activities

8. Audit Rights: When licensor needs right to audit licensee's use of licensed material or royalty calculations

9. Change of Control: When license rights need to be addressed in case of corporate ownership changes

Suggested Schedules

1. Licensed Intellectual Property: Detailed description of the IP being licensed, including registration numbers

2. Technical Specifications: Technical details, standards, or specifications for licensed technology or products

3. Royalty Calculations: Detailed formulas and examples for calculating royalties

4. Approved Sub-licensees: List of pre-approved sub-licensees if applicable

5. Quality Control Standards: Detailed quality requirements and testing procedures

6. Territory Restrictions: Detailed breakdown of territorial restrictions or approved regions

7. Reporting Templates: Standard forms for usage reports or royalty calculations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Technology

Software Development

Manufacturing

Pharmaceuticals

Biotechnology

Media and Entertainment

Consumer Goods

Research and Development

Education

Telecommunications

Fashion and Retail

Automotive

Healthcare

Financial Services

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Research and Development

Finance

Compliance

Technology

Operations

Innovation

Product Development

Corporate Strategy

Relevant Roles

Legal Counsel

Intellectual Property Manager

Commercial Director

Business Development Manager

Chief Technology Officer

Licensing Manager

Contract Manager

Chief Legal Officer

Innovation Director

Research and Development Director

Product Manager

Compliance Officer

Chief Executive Officer

Chief Financial Officer

Technology Transfer Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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