This ip license agreement template has 6 pages and is a MS Word file type listed under our business plan kit documents.
Sample of our ip license agreement template:
IP LICENSE AGREEMENT This IP License Agreement (the "Agreement") is effective [DATE], BETWEEN: [NAME OF THE LICENSOR], (the "Licensor"), an individual with their main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [NAME OF THE LICENSEE], (the "Licensee"), an individual with their main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] Collectively, the Licensor and Licensee shall be referred to as the "Parties." WHEREAS, the Licensor is the owner of certain Patents related to [DETAILS OF PATENT] (defined herein as the Licensed Patents); and WHEREAS, the Licensee is desirous of obtaining Patents from the Licensor, and the Licensor is willing to grant to the Licensee, upon terms and conditions hereinafter set forth, a license to manufacture, use, sell and practice the methods described in the Licensed Technology (defined herein) encompassed by the Licensed Patents owned by the Licensor; NOW, THEREFORE, in consideration and as a condition of the Parties entering into this Agreement and other valuable considerations, the receipt and sufficiency of which consideration is acknowledged, the Parties agree as follows: DEFINITIONS "IP" shall mean the Intellectual Property as described under this Agreement. "License" has the meaning as defined under the clause "Grant of License." "Licensed Technology" shall mean a product and/or the practice of the methods described within the scope of one or more valid claims of one or more Licensed Patents. REPRESENTATIONS & WARRANTIES The Licensor warrants that it owns [PATENT DETAILS] and has the right to grant such Licenses as in this Agreement. The Licensor has full legal authority to provide the IP License Rights. There are no restrictions, legal or otherwise, which prevent the Licensor from entering into this Agreement. The representations and warranties in this section shall survive the signing of this document for the Term of the Agreement. The Licensee warrants that it has full legal authority and capacity to enter into this Agreement with the Licensor. The Licensee will only use the IP in accordance with the License granted under this Agreement. The Licensee shall always, during the Term of this Agreement, comply with and shall cause each of its affiliates to comply with the policies and standards of the Licensor for using the IP. Each Party warrants that it has the right to enter into this Agreement and that its performance will not violate any agreement between it and any third party. GRANT OF LICENSE To the extent the Licensor owns or controls such rights, the Licensor grants to the Licensee during the Term of this Agreement a non-exclusive, worldwide License to use the IP Rights, including, without limitation, the Marks and certain copyrighted works, each only in connection with the promotion of the Licensee's relationship with the Licensor in connection with advertising or promoting the Licensee's products and services, for use in Regulatory Filings, and for making or having made Approved Derivative Works. Except as set forth in this Agreement, such License as may be granted in this Agreement may not be assigned, pledged, encumbered or otherwise transferred by the Licensee, voluntarily or involuntarily, by operation of law or otherwise, without the Licensor's prior written consent, which consent may be withheld in the Licensor's sole discretion, and any attempt to do so in violation of this Agreement will be without legal effect and void under this Agreement. To the extent that the IP Rights licensed hereunder include any trade secrets, the Licensee shall not reveal, distribute or otherwise disclose the trade secrets to any third party. RELATIONSHIP It is understood by both the Parties that nothing in this Agreement will be construed as creating a relationship of partnership, joint venture, agency or employment between the Parties. LIMITATIONS The Licensor retains all rights in the IP Rights not expressly granted in the License in this Agreement. The Licensee shall not use any designation as a part of its identification including, without limitation, in the name of a newly formed corporation or other entity or the name of a new product or service without the express, prior written consent of the Licensor, which consent may be granted or denied at the Licensor's discretion. The Licensee shall provide a thirty (30)-day written notice and request to the Licensor prior to any planned use of the IP Rights as described in this section, and the failure on the part of the Licensor to respond within that thirty (30)-day period shall be presumed to operate as a rejection of such request. The Licensor does not grant to the Licensee, and nothing is this Agreement shall be construed as granting to the Licensee, the right to license, sublicense or authorize others to use the IP. TERM AND TERMINATION TERM: The Term of the Agreement is until the [DATE] of the Licensed Patents from the Effective Date of this Agreement. TERMINATION: In the event of a noncompliance with any material term or condition of this Agreement by either Party, the other Party, in addition to any other remedies it may have, may terminate this Agreement by a written notice to the breaching Party specifying such non-compliance. This Agreement shall terminate automatically [NUMBER OF DAYS] days unless the breaching Party cures the breach within such [NUMBER OF DAYS]-day period. The present Agreement shall be automatically terminated at the expiration of the period of the present Agreement unless the Agreement is renewed at the end of the mentioned Term. However, both Parties shall have the right to terminate the present Agreement by providing each other with a prior written notice of [NUMBER OF DAYS] days. Termination of this Agreement shall not release either Party from its obligations arising under this Agreement prior to the effective date of termination. Termination by any Party shall not affect the rights and obligations of either Party which accrued before the Effective Date of the termination and does not affect any obligations of confidentiality covered by this Agreement. CONFIDENTIAL INFORMATION AND NON-DISCLOSURE The Parties understand that some information may be of a confidential and sensitive nature. The Parties agree not to discuss or disclose information associated with this Agreement.
