The Simple License Agreement serves as a fundamental legal instrument under Dutch law for establishing licensing relationships between parties. This document is essential when one party wishes to grant another the right to use specific intellectual property, technology, software, content, or other proprietary assets while retaining ownership. It is particularly useful for straightforward licensing arrangements that don't require complex terms or extensive negotiations. The agreement incorporates key provisions required under Dutch civil law and relevant EU regulations, including clear license scope, payment terms, usage restrictions, and termination rights. Typically used in business-to-business contexts, this Simple License Agreement provides a balanced framework protecting both the licensor's intellectual property rights and the licensee's commercial interests while ensuring compliance with Dutch legal requirements.
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1. Parties: Identification and details of the licensor and licensee, including registered addresses and company registration numbers
2. Background: Context of the agreement and brief description of the licensed property/rights
3. Definitions: Key terms used throughout the agreement, including 'Licensed Property', 'Territory', 'Term', and other relevant definitions
4. License Grant: Scope and nature of the license (exclusive/non-exclusive), permitted uses, and territorial restrictions
5. License Fee and Payment Terms: Financial terms, payment schedule, and method of payment
6. Duration and Termination: Term of the license, renewal provisions, and termination rights
7. Licensor's Obligations: Responsibilities of the licensor, including delivery of licensed material and maintenance obligations
8. Licensee's Obligations: Responsibilities of the licensee, including usage restrictions and reporting requirements
9. Intellectual Property Rights: Ownership declarations and IP protection obligations
10. Warranties and Indemnities: Standard warranties regarding ownership and right to license, and related indemnifications
11. Liability and Limitations: Extent and limitations of liability under Dutch law
12. Confidentiality: Protection of confidential information exchanged during the license relationship
13. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law
14. Execution: Signature blocks and execution details
1. Quality Control: Required when licensing involves products or services that need to maintain certain quality standards
2. Sub-licensing Rights: Include when the licensee is permitted to grant sub-licenses
3. Maintenance and Support: Necessary for software or technical licenses requiring ongoing support
4. Data Protection: Required when personal data processing is involved, ensuring GDPR compliance
5. Export Control: Include when licensed items may be subject to export restrictions
6. Source Code Escrow: Relevant for software licenses where source code access might be needed
7. Marketing and Promotion: Include when the license involves branding or marketing rights
8. Audit Rights: Important for licenses where usage tracking and verification is crucial
9. Insurance: Include when specific insurance coverage is required for the licensed activities
1. Schedule 1 - Licensed Property: Detailed description of the licensed property, including technical specifications or intellectual property details
2. Schedule 2 - License Fees: Detailed breakdown of fees, payment schedules, and calculation methods
3. Schedule 3 - Technical Requirements: Technical specifications or requirements for using the licensed property
4. Schedule 4 - Service Levels: Service level agreements and performance metrics, if applicable
5. Schedule 5 - Approved Sub-licensees: List of pre-approved sub-licensees, if sub-licensing is permitted
6. Appendix A - Usage Guidelines: Specific guidelines and restrictions for using the licensed property
7. Appendix B - Reporting Templates: Standard forms for usage reporting or other required documentation
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology and Software
Media and Entertainment
Manufacturing
Pharmaceuticals
Biotechnology
Consumer Goods
Professional Services
Education
Research and Development
Telecommunications
Gaming Industry
Publishing
Industrial Design
Fashion and Apparel
Relevant Teams
Legal
Intellectual Property
Business Development
Commercial
Research and Development
Operations
Technology
Innovation
Compliance
Procurement
Licensing
Relevant Roles
Legal Counsel
Intellectual Property Manager
Business Development Manager
Licensing Director
Contract Manager
Commercial Director
Chief Technology Officer
Innovation Manager
Research Director
Product Manager
Intellectual Property Counsel
Technology Transfer Officer
General Counsel
Operations Manager
Partnership Manager
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