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Licence Agreement

Licence Agreement Template for New Zealand

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Key Requirements PROMPT example:

Licence Agreement

"I need a License Agreement for my software company to license our project management software to enterprise customers in New Zealand and Australia, with an initial term starting January 2025, including maintenance and support provisions and user number restrictions."

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Document background
The Licence Agreement is a crucial legal instrument used in New Zealand business operations when one party wishes to permit another to use their intellectual property or proprietary assets while retaining ownership. This document type is essential for businesses and individuals looking to monetize their intellectual property, expand their market reach, or establish strategic partnerships while maintaining control over their assets. The agreement must comply with New Zealand's legal framework, including the Contract and Commercial Law Act 2017, Copyright Act 1994, and other relevant legislation. It typically includes detailed provisions on license scope, territory, duration, payment terms, quality control, and termination rights, making it suitable for various commercial arrangements from software licensing to trademark usage.
Suggested Sections

1. Parties: Identification and details of the licensor and licensee

2. Background: Context of the agreement, including brief description of the licensed property and purpose of the license

3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation

4. Grant of License: Scope of the license, including whether exclusive or non-exclusive, territory, and permitted uses

5. License Fee and Payment Terms: Financial terms including license fees, payment schedule, and payment methods

6. Intellectual Property Rights: Confirmation of ownership and protection of intellectual property rights

7. Licensee Obligations: Key responsibilities and restrictions on the licensee's use of the licensed property

8. Quality Control: Standards and requirements for use of the licensed property

9. Term and Termination: Duration of the license and circumstances for termination

10. Confidentiality: Protection of confidential information exchanged during the license relationship

11. Warranties and Indemnities: Representations about the licensed property and allocation of risks

12. General Provisions: Standard boilerplate clauses including notices, governing law, and dispute resolution

Optional Sections

1. Sublicensing Rights: Include when licensee is permitted to sublicense the licensed property to third parties

2. Maintenance and Support: Include for software or technical licenses requiring ongoing support

3. Performance Requirements: Include when licensee must meet specific performance or sales targets

4. Marketing and Promotion: Include for trademark or brand licensing where promotional activities are regulated

5. Data Protection: Include when personal data processing is involved in the license relationship

6. Source Code Escrow: Include for software licenses where source code access might be needed

7. Export Control: Include when licensed property may be subject to export regulations

8. Insurance Requirements: Include when specific insurance coverage is required for the licensed activities

Suggested Schedules

1. Schedule 1 - Licensed Property: Detailed description of the intellectual property being licensed

2. Schedule 2 - License Fee Structure: Detailed breakdown of fees, royalties, and payment terms

3. Schedule 3 - Technical Specifications: Technical details and requirements for use of the licensed property

4. Schedule 4 - Quality Control Standards: Specific quality standards and testing requirements

5. Schedule 5 - Approved Uses: Detailed list of approved uses and any territorial restrictions

6. Schedule 6 - Support Services: Details of any support or maintenance services provided

7. Appendix A - Brand Guidelines: Guidelines for use of licensed trademarks or branding

8. Appendix B - Reporting Templates: Templates for required periodic reports or notifications

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Business Day
Commencement Date
Confidential Information
Effective Date
Force Majeure Event
Initial Term
Intellectual Property Rights
License
License Fee
Licensed Property
Licensed Territory
Licensee
Licensor
Minimum Performance Requirements
Net Sales
Permitted Purpose
Permitted Use
Quality Standards
Renewal Term
Royalties
Specifications
Term
Third Party
Trade Marks
Working Day
Authorised Users
Background IP
Improvements
Intellectual Property
Related Company
Representatives
Security Interest
Source Code
Technical Documentation
Updates
Clauses
Interpretation
Grant of License
License Scope
Territory Restrictions
Term and Renewal
License Fees
Payment Terms
Intellectual Property Rights
Quality Control
Performance Requirements
Confidentiality
Data Protection
Warranties
Indemnification
Limitation of Liability
Record Keeping
Audit Rights
Reporting Requirements
Assignment and Sublicensing
Maintenance and Support
Technical Specifications
Improvements
Marketing and Promotion
Regulatory Compliance
Force Majeure
Termination
Post-Termination Obligations
Dispute Resolution
Governing Law
Notices
Entire Agreement
Variation
Severability
Competition Law
Export Control
Insurance
Boilerplate
Relevant Industries

Technology

Software Development

Media and Entertainment

Manufacturing

Retail

Healthcare

Education

Professional Services

Telecommunications

Biotechnology

Research and Development

Consumer Goods

Publishing

Gaming

Pharmaceutical

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Research and Development

Product Development

Innovation

Compliance

Finance

Technology

Operations

Marketing

Brand Management

Relevant Roles

Legal Counsel

Intellectual Property Manager

Commercial Director

Licensing Manager

Business Development Manager

Chief Technology Officer

Contract Manager

CEO

IP Rights Administrator

Technology Transfer Officer

Product Manager

Brand Manager

Research Director

Innovation Manager

Compliance Officer

Industries
Contract and Commercial Law Act 2017: Governs contract formation, interpretation, and enforcement in New Zealand, including electronic transactions and contractual remedies
Copyright Act 1994: Regulates copyright protection and licensing of intellectual property, particularly relevant if the license involves software, content, or other copyrightable materials
Fair Trading Act 1986: Ensures fair trading practices and prohibits misleading or deceptive conduct in trade, including in license agreements
Consumer Guarantees Act 1993: Provides statutory guarantees for consumers, which may apply if the license is granted to a consumer rather than a business
Privacy Act 2020: Governs the collection, use, and disclosure of personal information, relevant if the license agreement involves handling of personal data
Patents Act 2013: Relevant if the license involves patented technology or inventions
Trade Marks Act 2002: Applicable if the license involves the use of trademarks or branded content
Personal Property Securities Act 1999: May be relevant if the license agreement creates security interests or involves the registration of rights
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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