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License Agreement Term Sheet
"I need a License Agreement Term Sheet for licensing our proprietary software technology to a Singapore-based manufacturer, with exclusive rights in Southeast Asia and a minimum annual royalty of $500,000, planned to commence in March 2025."
1. Parties: Identification of licensor and licensee with full legal names and addresses
2. Background: Context of the agreement and brief description of the intellectual property being licensed
3. Definitions: Key terms used throughout the term sheet defined for clarity
4. License Grant: Specific rights being granted, including scope and type (exclusive/non-exclusive)
5. Territory: Geographical scope of the license
6. Term: Duration of the license agreement
7. Financial Terms: Payment structure, royalties, and other financial obligations
8. Governing Law: Specification of Singapore law as governing law
1. Sublicensing Rights: Terms for sublicensing, if permitted - include when licensee may need to sublicense rights to third parties
2. Quality Control: Standards and requirements for licensed products/services - particularly important for trademark licenses
3. Improvement Rights: Rights to improvements or modifications - include when licensed IP may be improved during the term
4. Exit Rights: Terms for early termination - include when parties want flexibility to exit the agreement
1. Schedule 1 - Licensed IP: Detailed description of intellectual property being licensed
2. Schedule 2 - Royalty Calculations: Detailed methodology for calculating royalties
3. Schedule 3 - Technical Specifications: Technical details of licensed technology or products
4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures
Authors
Confidential Information
Effective Date
Field of Use
Improvement
Intellectual Property Rights
License
Licensed IP
Licensed Products
Licensed Technology
Net Sales
Patent Rights
Royalties
Term
Territory
Third Party
Trade Secrets
Trademarks
Technical Information
Subsidiary
Quarter
Royalty Period
Background IP
Commercialization
Exclusivity Period
Force Majeure
Know-How
Licensed Methods
Quality Standards
Regulatory Approvals
Exclusivity
Territory
Term and Duration
Royalties
Payment Terms
Quality Control
Intellectual Property Rights
Sublicensing
Improvements
Confidentiality
Representations and Warranties
Indemnification
Termination
Force Majeure
Assignment
Dispute Resolution
Governing Law
Technical Support
Reporting Requirements
Audit Rights
Non-Competition
Product Development
Regulatory Compliance
Export Control
Insurance
Notices
Entire Agreement
Severability
Amendment and Waiver
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