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Technology Licensing Agreements
"I need a Technology Licensing Agreement for licensing our proprietary AI software to healthcare providers in the United States, with specific provisions for HIPAA compliance and data protection, planned to be implemented by March 2025."
1. Parties: Identification of the licensor and licensee, including full legal names and addresses
2. Background: Context of the agreement, including brief description of the technology and purpose of the license
3. Definitions: Detailed definitions of technical terms, licensed technology, and other key concepts used throughout the agreement
4. Grant of License: Scope of the license, including type (exclusive/non-exclusive), territory, and field of use
5. License Fees and Payment Terms: Financial terms including licensing fees, royalties, payment schedules, and reporting requirements
6. Intellectual Property Rights: Ownership of IP, including existing and improvements, and any transfer or retention of rights
7. Confidentiality: Protection of confidential information exchanged during the license term
8. Term and Termination: Duration of the agreement, renewal terms, and circumstances for termination
9. Warranties and Representations: Warranties regarding ownership, non-infringement, and technology performance
10. Limitation of Liability: Limitations on parties' liability and exclusions from liability
11. Indemnification: Obligations to defend and compensate for third-party claims
12. Governing Law and Jurisdiction: Applicable law and courts for dispute resolution
13. General Provisions: Standard clauses including assignment, severability, entire agreement, and amendments
1. Source Code Escrow: For software licenses, provisions for source code escrow arrangements
2. Technology Transfer: Specific provisions for knowledge transfer, training, and implementation support
3. Quality Control: Requirements for maintaining quality standards in using the licensed technology
4. Export Control: Specific provisions for compliance with export control regulations
5. Sublicensing Rights: Terms governing the licensee's right to sublicense the technology
6. Performance Metrics: Specific performance requirements and measurement criteria
7. Maintenance and Support: Terms for ongoing technical support and maintenance services
8. Competition Restrictions: Non-compete and territorial restrictions
9. Insurance Requirements: Specific insurance coverage requirements for the licensee
10. Change of Control: Provisions addressing changes in ownership or control of either party
1. Schedule A - Licensed Technology: Detailed technical specifications and description of the licensed technology
2. Schedule B - License Fees: Detailed breakdown of all fees, royalties, and payment terms
3. Schedule C - Technical Documentation: List and description of all technical documentation provided
4. Schedule D - Performance Standards: Detailed performance requirements and quality standards
5. Schedule E - Implementation Plan: Timeline and milestones for technology implementation
6. Schedule F - Support Services: Details of maintenance and support services provided
7. Appendix 1 - Patent List: List of all patents covered by the license
8. Appendix 2 - Trademark Usage Guidelines: Guidelines for using associated trademarks
9. Appendix 3 - Security Requirements: Security standards and requirements for handling the technology
10. Appendix 4 - Compliance Requirements: Specific regulatory compliance requirements
Authors
Licensed Technology
Licensed Patents
Licensed Products
Licensed Software
Technical Documentation
Intellectual Property Rights
Effective Date
Territory
Field of Use
Confidential Information
Improvements
Derivative Works
Net Sales
Royalties
License Fees
Technical Support
Source Code
Object Code
Patent Rights
Trade Secrets
Know-How
Implementation Period
Acceptance Criteria
Commercial Release
Development Materials
Documentation
Error
Foreground IP
Background IP
Implementation Services
Maintenance Services
Major Release
Minor Release
Modification
Patch
Specifications
Third Party Components
Updates
Upgrades
User
Working Day
Affiliate
Change of Control
Commercially Reasonable Efforts
Deliverables
Force Majeure Event
Indemnified Party
Indemnifying Party
Material Breach
Grant of License
License Scope
Territory
Term and Duration
Payment
Royalties
Intellectual Property Rights
Confidentiality
Non-Disclosure
Warranties
Representations
Technical Support
Maintenance
Quality Control
Performance Standards
Termination
Assignment
Sublicensing
Export Control
Regulatory Compliance
Dispute Resolution
Governing Law
Jurisdiction
Force Majeure
Indemnification
Limitation of Liability
Insurance
Audit Rights
Record Keeping
Implementation
Training
Technology Transfer
Improvement Rights
Competition Restrictions
Reporting Requirements
Notice
Severability
Entire Agreement
Amendment
Counterparts
Information Technology
Software Development
Biotechnology
Pharmaceutical
Manufacturing
Telecommunications
Aerospace
Healthcare Technology
Automotive
Electronics
Research & Development
Clean Technology
Artificial Intelligence
Industrial Automation
Medical Devices
Legal
Intellectual Property
Research & Development
Business Development
Technology Transfer
Licensing
Innovation
Contracts
Executive Leadership
Corporate Development
Chief Technology Officer
Intellectual Property Counsel
Licensing Manager
Technology Transfer Officer
Legal Counsel
Patent Attorney
Business Development Director
Research & Development Director
Chief Legal Officer
Innovation Manager
Commercialization Manager
Contract Manager
Chief Executive Officer
Technology Scout
IP Portfolio Manager
Find the exact document you need
Technology Licensing Agreements
U.S.-governed agreement establishing terms for technology licensing between a licensor and licensee, including usage rights, payments, and compliance requirements.
Technology Licensing Agreement
A U.S.-governed agreement establishing terms for licensing technology and intellectual property between parties, including usage rights and obligations.
Technology Transfer License Agreement
A U.S.-governed agreement enabling the transfer of technology rights and know-how between parties, subject to federal and state regulations.
Technology Sharing Agreement
A U.S.-governed agreement establishing terms for sharing proprietary technology between parties, including IP rights and usage conditions.
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