The Basic Licence Agreement is used when one party wishes to permit another to use their intellectual property or other assets while retaining ownership. This document, governed by English and Welsh law, is essential for businesses looking to monetize their intellectual property or expand their market reach through controlled licensing arrangements. It includes crucial terms such as scope of use, payment structures, quality control measures, and termination rights. The agreement is particularly valuable for protecting intellectual property rights while enabling commercial exploitation through authorized third parties.
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1. Parties: Identification and details of the licensor and licensee
2. Background: Context and purpose of the licence agreement
3. Definitions: Key terms used throughout the agreement
4. Grant of Licence: Scope and nature of the licence being granted
5. Duration and Termination: Term of licence and circumstances for termination
6. Payment Terms: Licence fees, royalties and payment conditions
7. Intellectual Property Rights: Ownership and protection of licensed IP
8. Governing Law and Jurisdiction: Specification of English and Welsh law as governing law and related jurisdictional matters
1. Quality Control: Standards and requirements for licensed products/services - used when licensing trademarks or quality-sensitive IP
2. Territory: Geographical scope of the licence - included when territorial restrictions apply
3. Sub-licensing Rights: Rights and conditions for granting sub-licences - included when sub-licensing might be permitted
4. Improvements: Rights to modifications and improvements - particularly relevant for technology or patent licences
5. Data Protection: Provisions relating to handling of personal data - included when personal data processing is involved
6. Competition Compliance: Provisions ensuring compliance with competition laws - included for licenses that might affect market competition
1. Schedule 1 - Licensed IP: Detailed description and specification of the licensed intellectual property
2. Schedule 2 - Royalty Calculations: Detailed payment terms, calculation methods and examples for royalties
3. Schedule 3 - Technical Specifications: Technical details and requirements for licensed technology or products
4. Schedule 4 - Quality Standards: Detailed quality requirements, specifications and testing procedures
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