Third Party License Template for India

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Key Requirements PROMPT example:

Third Party License

"I need a Third Party License Agreement for licensing our proprietary software to healthcare institutions in India, with specific provisions for data protection and integration with existing hospital management systems, planned to commence from March 2025."

Document background
The Third Party License Agreement serves as a critical legal instrument for organizations seeking to grant or obtain rights to use proprietary assets while maintaining appropriate controls and protections. This document is essential in situations where a company needs to license its intellectual property, technology, software, or other assets to third parties for specific uses, while retaining ownership and controlling usage parameters. Under Indian jurisdiction, the agreement must comply with the Indian Contract Act, 1872, relevant intellectual property laws, and sector-specific regulations. It typically includes detailed provisions on license scope, territory restrictions, payment terms, technical specifications, and compliance requirements. The document is particularly important in today's digital economy where technology licensing and intellectual property monetization are crucial business strategies.
Suggested Sections

1. Parties: Identification of the licensor, licensee, and any other relevant parties with their full legal names and addresses

2. Background: Context of the agreement, relationship between parties, and purpose of the license

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Grant of License: Scope, nature, and extent of the license being granted (exclusive/non-exclusive, territory, duration)

5. License Fees and Payment Terms: Details of licensing fees, payment schedule, payment methods, and late payment consequences

6. Intellectual Property Rights: Ownership of IP, protection of rights, and handling of improvements or derivatives

7. Licensee Obligations: Core responsibilities and requirements for the licensee's use of the licensed material

8. Restrictions: Specific limitations on use, prohibited activities, and territory restrictions

9. Term and Termination: Duration of agreement, renewal terms, and circumstances for termination

10. Confidentiality: Protection of confidential information and trade secrets

11. Warranties and Representations: Warranties regarding ownership, non-infringement, and performance

12. Limitation of Liability: Caps on liability and exclusions of certain types of damages

13. Indemnification: Mutual or one-way indemnification obligations

14. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including notices, assignment, severability, and entire agreement

Optional Sections

1. Source Code Escrow: Include when source code access might be necessary under specific circumstances

2. Data Protection: Include when licensed material involves processing of personal or sensitive data

3. Service Levels: Include when the license includes ongoing service components or performance requirements

4. Export Control: Include when licensed material may be subject to export control regulations

5. Audit Rights: Include when regular auditing of licensee's use is necessary

6. Insurance: Include when specific insurance coverage is required for high-risk licenses

7. Change Control: Include when licensed material may require frequent updates or modifications

8. Training and Support: Include when technical training or ongoing support is part of the license

9. Disaster Recovery: Include when business continuity requirements are critical

10. Competition Restrictions: Include when non-compete or market restrictions are necessary

Suggested Schedules

1. Schedule 1 - Licensed Material: Detailed description of the licensed technology, software, or content

2. Schedule 2 - Technical Specifications: Technical requirements, compatibility specifications, and performance parameters

3. Schedule 3 - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms

4. Schedule 4 - Service Levels: Specific performance metrics and service level requirements if applicable

5. Schedule 5 - Support Services: Details of technical support, maintenance, and upgrade services

6. Appendix A - Authorized Users: List of authorized users or user categories and their access rights

7. Appendix B - Territory: Detailed description of authorized geographic territories or markets

8. Appendix C - Implementation Plan: Timeline and milestones for implementation if required

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

Information Technology

Software Development

Telecommunications

Manufacturing

Healthcare

Financial Services

Media and Entertainment

Pharmaceutical

Biotechnology

Education

Retail

Automotive

Energy

Relevant Teams

Legal

Intellectual Property

Commercial

Finance

Risk and Compliance

Technology

Product Development

Business Development

Operations

Strategy

Relevant Roles

Chief Legal Officer

Intellectual Property Counsel

Licensing Manager

Contract Manager

Chief Technology Officer

Business Development Director

Commercial Director

Chief Financial Officer

Risk Management Officer

Compliance Officer

Product Manager

Technical Director

General Counsel

Corporate Lawyer

IP Strategy Manager

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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