This invention nonexclusive license agreement template has 7 pages and is a MS Word file type listed under our legal agreements documents.
INVENTION NONEXCLUSIVE LICENSE AGREEMENT This Invention Nonexclusive License Agreement (the "Agreement") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "Inventor"), a corporation organized and existing under the laws of [STATE/PROVINCE], with its head office located at OR an individual with his main address at: [YOUR COMPLETE ADDRESS] AND: [LICENSEE NAME] (the "Licensee"), an individual with his main address located at OR a corporation organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] recitals Inventor has an assignment of [DESCRIBE INVENTION], as described in Docket [NUMBER], ("Invention(s)") and any Licensed Patent(s), as hereinafter defined and further described in Exhibit A. Inventor desires to have [SPECIFY] (the "Invention(s)") perfected and marketed at the earliest possible time in order that products resulting therefrom may be available for public use and benefit. Licensee desires a license under said Invention(s) and Licensed Patent(s) for commercialization of this technology. The Invention(s) was/were made in the course of research conducted by [ORGANIZATION OR LABORATORY] or supported by [ORGANIZATION OR LABORATORY] - IF APPLICABLE. DEFINITIONS When used in this Agreement, the following terms shall have the respective meanings indicated herein: "Invention(s)" means any invention disclosed in Inventor Docket [NUMBER]. "Licensed Patent(s)" means Inventor's [COUNTRY] Patent Application, Serial Number [NUMBER], filed [DATE] and any divisions, continuations, continuations-in-part, reexaminations or reissues of any such patent applications or patents. "Licensed Field of Use" is for [SPECIFY FIELD OF USE]. GRANT Inventor hereby grants and Licensee hereby accepts a non-exclusive license to the Invention(s) and to the Licensed Patents in the Licensed Field of Use. Said license of Section 2.1 shall commence on [DATE] and continue until expiration of the last to expire of Licensed Patent(s). Inventor acknowledges that future inventions and discoveries relating to this technology may be useful to Licensee in its development and/or commercialization process. Subject to Inventor's obligations to sponsored research, Inventor will, as soon as practicable, bring any such new invention and discovery related to this technology to Licensee's attention and provide Licensee a reasonable opportunity to negotiate a license therefore. GOVERNMENT RIGHTS This Agreement is subject to all of the terms and conditions of [Title 35 United States Code Sections 200 through 204 or YOUR COUNTRY'S EQUIVALENT], and Licensee agrees to take all reasonable action necessary on its part as licensee to enable Inventor to satisfy its obligation thereunder, relating to Invention(s). REPORTS Beginning [DATE], during the term of the Agreement, Licensee shall make a written annual report to Inventor every [TIME INTERVAL] regarding the progress of Licensee toward commercial use of the Invention(s) and Licensed Patent(s). Such report shall include, as a minimum, information sufficient to enable Inventor to satisfy reporting requirements of the [GOVERNMENT/REGULATING BODY] and for Inventor to ascertain progress by Licensee toward commercializing the Invention(s) and Licensed Patent(s). ROYALTIES Licensee agrees to pay to Inventor a nonrefundable license issue royalty of $[AMOUNT] upon signing this Agreement. Such payment is due [DATE]. On [DATE] and at every [TIME INTERVAL] thereafter, Licensee agrees to pay to Inventor royalty payments of $[AMOUNT]. Licensee will also pay to Inventor a one time, nonrefundable patent issue royalty of $[AMOUNT] after the issuance of a Licensed Patent(s). Such payment is due within [NUMBER] days after notification from Inventor. NEGATION OF WARRANTIES Nothing in this Agreement is or shall be construed as: A warranty or representation by Inventor as to the validity or scope of any Licensed Patent(s); A warranty or representation that anything made, used, sold, or otherwise disposed of under any license granted in this Agreement is or will be free from infringement of patents, copyrights, and other rights of third parties; An obligation to bring or prosecute actions or suits against third parties for infringement; or Granting by implication, estoppel, or otherwise any licenses or rights under patents or other rights of Inventor or other persons other than to the Invention(s) and Licensed Patent(s), regardless of whether such patents or other rights are dominant or subordinate to any Licensed Patent(s). Except as expressly set forth in this Agreement, Inventor MAKES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE USE OF THE LICENSED PATENT(S) WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADEMARK, OR OTHER RIGHTS OR ANY OTHER EXPRESS OR IMPLIED WARRANTIES. Licensee agrees that nothing in this Agreement grants Licensee any express or implied license or right under or to: [COUNTRY] Patent No. [NUMBER], "[TITLE]" or reissues thereof; or [COUNTRY] Patent No. [NUMBER], "[TITLE]" or any patent application corresponding thereto. INDEMNITY Licensee agrees to indemnify, hold harmless, and defend Inventor and Inventor Affiliates and their respective trustees, officers, employees, students, and agents against any and all claims for death, illness, personal injury, property damage, and improper business practices arising out of the manufacture, use, sale, or other disposition of Invention(s), Licensed Patent(s), or Licensed Product(s) by Licensee, or their customers. Inventor shall not be liable for any indirect, special, consequential, or other damages whatsoever, whenever grounded in tort (including negligence), strict liability, and contract or otherwise. Inventor shall not have any responsibilities or liabilities whatsoever with respect to Licensed Product(s).
This invention nonexclusive license agreement template has 7 pages and is a MS Word file type listed under our legal agreements documents.
INVENTION NONEXCLUSIVE LICENSE AGREEMENT This Invention Nonexclusive License Agreement (the "Agreement") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the "Inventor"), a corporation organized and existing under the laws of [STATE/PROVINCE], with its head office located at OR an individual with his main address at: [YOUR COMPLETE ADDRESS] AND: [LICENSEE NAME] (the "Licensee"), an individual with his main address located at OR a corporation organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] recitals Inventor has an assignment of [DESCRIBE INVENTION], as described in Docket [NUMBER], ("Invention(s)") and any Licensed Patent(s), as hereinafter defined and further described in Exhibit A. Inventor desires to have [SPECIFY] (the "Invention(s)") perfected and marketed at the earliest possible time in order that products resulting therefrom may be available for public use and benefit. Licensee desires a license under said Invention(s) and Licensed Patent(s) for commercialization of this technology. The Invention(s) was/were made in the course of research conducted by [ORGANIZATION OR LABORATORY] or supported by [ORGANIZATION OR LABORATORY] - IF APPLICABLE. DEFINITIONS When used in this Agreement, the following terms shall have the respective meanings indicated herein: "Invention(s)" means any invention disclosed in Inventor Docket [NUMBER]. "Licensed Patent(s)" means Inventor's [COUNTRY] Patent Application, Serial Number [NUMBER], filed [DATE] and any divisions, continuations, continuations-in-part, reexaminations or reissues of any such patent applications or patents. "Licensed Field of Use" is for [SPECIFY FIELD OF USE]. GRANT Inventor hereby grants and Licensee hereby accepts a non-exclusive license to the Invention(s) and to the Licensed Patents in the Licensed Field of Use. Said license of Section 2.1 shall commence on [DATE] and continue until expiration of the last to expire of Licensed Patent(s). Inventor acknowledges that future inventions and discoveries relating to this technology may be useful to Licensee in its development and/or commercialization process. Subject to Inventor's obligations to sponsored research, Inventor will, as soon as practicable, bring any such new invention and discovery related to this technology to Licensee's attention and provide Licensee a reasonable opportunity to negotiate a license therefore. GOVERNMENT RIGHTS This Agreement is subject to all of the terms and conditions of [Title 35 United States Code Sections 200 through 204 or YOUR COUNTRY'S EQUIVALENT], and Licensee agrees to take all reasonable action necessary on its part as licensee to enable Inventor to satisfy its obligation thereunder, relating to Invention(s). REPORTS Beginning [DATE], during the term of the Agreement, Licensee shall make a written annual report to Inventor every [TIME INTERVAL] regarding the progress of Licensee toward commercial use of the Invention(s) and Licensed Patent(s). Such report shall include, as a minimum, information sufficient to enable Inventor to satisfy reporting requirements of the [GOVERNMENT/REGULATING BODY] and for Inventor to ascertain progress by Licensee toward commercializing the Invention(s) and Licensed Patent(s). ROYALTIES Licensee agrees to pay to Inventor a nonrefundable license issue royalty of $[AMOUNT] upon signing this Agreement. Such payment is due [DATE]. On [DATE] and at every [TIME INTERVAL] thereafter, Licensee agrees to pay to Inventor royalty payments of $[AMOUNT]. Licensee will also pay to Inventor a one time, nonrefundable patent issue royalty of $[AMOUNT] after the issuance of a Licensed Patent(s). Such payment is due within [NUMBER] days after notification from Inventor. NEGATION OF WARRANTIES Nothing in this Agreement is or shall be construed as: A warranty or representation by Inventor as to the validity or scope of any Licensed Patent(s); A warranty or representation that anything made, used, sold, or otherwise disposed of under any license granted in this Agreement is or will be free from infringement of patents, copyrights, and other rights of third parties; An obligation to bring or prosecute actions or suits against third parties for infringement; or Granting by implication, estoppel, or otherwise any licenses or rights under patents or other rights of Inventor or other persons other than to the Invention(s) and Licensed Patent(s), regardless of whether such patents or other rights are dominant or subordinate to any Licensed Patent(s). Except as expressly set forth in this Agreement, Inventor MAKES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE USE OF THE LICENSED PATENT(S) WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADEMARK, OR OTHER RIGHTS OR ANY OTHER EXPRESS OR IMPLIED WARRANTIES. Licensee agrees that nothing in this Agreement grants Licensee any express or implied license or right under or to: [COUNTRY] Patent No. [NUMBER], "[TITLE]" or reissues thereof; or [COUNTRY] Patent No. [NUMBER], "[TITLE]" or any patent application corresponding thereto. INDEMNITY Licensee agrees to indemnify, hold harmless, and defend Inventor and Inventor Affiliates and their respective trustees, officers, employees, students, and agents against any and all claims for death, illness, personal injury, property damage, and improper business practices arising out of the manufacture, use, sale, or other disposition of Invention(s), Licensed Patent(s), or Licensed Product(s) by Licensee, or their customers. Inventor shall not be liable for any indirect, special, consequential, or other damages whatsoever, whenever grounded in tort (including negligence), strict liability, and contract or otherwise. Inventor shall not have any responsibilities or liabilities whatsoever with respect to Licensed Product(s).
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