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Royalty Non Exclusive License
"I need a Royalty Non-Exclusive License agreement for licensing our patented manufacturing process to multiple manufacturers in Hong Kong, with quarterly royalty payments of 5% of net sales and strong quality control provisions."
1. Parties: Identifies and provides details of the licensor and licensee
2. Background: Sets out the context of the agreement, including brief description of the licensed material and parties' intentions
3. Definitions: Defines key terms used throughout the agreement
4. Grant of License: Specifies the non-exclusive rights being granted, including scope, territory, and duration
5. Royalty Payments: Details the royalty rates, calculation methods, payment terms, and reporting requirements
6. Licensed Material: Describes the intellectual property being licensed and any associated rights
7. Quality Control: Sets standards for use of the licensed material and licensor's right to inspect/approve
8. Intellectual Property Protection: Addresses IP ownership, protection measures, and handling of infringement
9. Representations and Warranties: Contains standard warranties about ownership, right to license, and non-infringement
10. Term and Termination: Specifies duration, renewal options, and termination rights
11. Confidentiality: Protects confidential information exchanged during the license relationship
12. General Provisions: Contains standard boilerplate clauses including governing law, notices, and assignment
1. Minimum Royalty Guarantees: Include when there's a need to ensure minimum revenue through guaranteed royalty payments
2. Sublicensing Rights: Include when licensee is permitted to sublicense the licensed material to third parties
3. Marketing and Promotion: Include when specific marketing obligations or restrictions need to be imposed
4. Technical Support: Include when licensor needs to provide technical assistance or support
5. Source Code Escrow: Include for software licenses where source code protection is needed
6. Data Protection: Include when licensed material involves personal data processing
7. Export Control: Include when licensed material may be subject to export regulations
8. Insurance: Include when specific insurance requirements are needed for high-risk licenses
1. Schedule 1 - Licensed Material: Detailed description of the intellectual property being licensed
2. Schedule 2 - Royalty Rates and Calculations: Detailed breakdown of royalty rates, calculation methods, and examples
3. Schedule 3 - Reporting Template: Template for regular royalty reporting and calculations
4. Schedule 4 - Quality Control Standards: Detailed quality standards and specifications for using the licensed material
5. Schedule 5 - Technical Specifications: Technical details and requirements for the licensed material
6. Appendix A - Approved Form of Use: Examples or templates showing approved ways to use the licensed material
7. Appendix B - Territory Map: If territorial restrictions apply, detailed map or list of approved territories
Authors
Agreement
Applicable Laws
Business Day
Commencement Date
Confidential Information
Effective Date
Force Majeure Event
Gross Sales
Improvements
Initial Term
Intellectual Property Rights
Licensed Material
Licensed Products
Licensed Territory
Net Sales
Permitted Purpose
Quality Standards
Quarter
Renewal Term
Reporting Period
Royalty
Royalty Period
Royalty Rate
Royalty Report
Sublicense
Sublicensee
Technical Information
Term
Third Party
Trademarks
Working Day
Year
Hong Kong
Intellectual Property
Licensed Technology
Patent Rights
Proprietary Information
Quality Control Procedures
Restricted Territory
Sales Revenue
Technical Documentation
Trade Secrets
Use
Valid Claim
Grant of License
Royalty Payments
Payment Terms
Quality Control
Intellectual Property Rights
Confidentiality
Representations and Warranties
Term and Termination
Force Majeure
Assignment
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendments
Waiver
Third Party Rights
Further Assurance
Counterparts
Reporting Requirements
Audit Rights
Territory Restrictions
Non-Competition
Indemnification
Insurance
Compliance with Laws
Record Keeping
Sublicensing
Technical Support
Marketing and Promotion
Data Protection
Export Control
Anti-Corruption
Liability Limitation
Survival
Boilerplate
Technology
Media & Entertainment
Software Development
Manufacturing
Pharmaceuticals
Biotechnology
Consumer Products
Fashion & Retail
Publishing
Gaming
Research & Development
Electronics
Telecommunications
Music Industry
Film Industry
Legal
Intellectual Property
Commercial
Business Development
Finance
Research & Development
Product Development
Licensing
Operations
Technology Transfer
Corporate Affairs
Risk Management
Legal Counsel
Intellectual Property Manager
Licensing Director
Commercial Director
Business Development Manager
Contract Manager
IP Rights Manager
Chief Legal Officer
General Counsel
Technology Transfer Officer
Royalty Manager
Patent Attorney
Trademark Attorney
Commercial Lawyer
IP Strategist
Portfolio Manager
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