This License Arrangement template is designed for use under Belgian law when one party wishes to grant another party rights to use specific intellectual property, technology, or proprietary assets while retaining ownership. It is particularly suited for commercial arrangements requiring detailed terms about usage rights, quality control, and compliance with both Belgian and EU regulations. The document structure accommodates various licensing scenarios, from software and technology licenses to trademark and patent licensing arrangements. The License Arrangement includes comprehensive provisions for protecting intellectual property rights, ensuring quality standards, managing royalty payments, and handling disputes under Belgian jurisdiction. It incorporates necessary safeguards and compliance measures required by Belgian commercial law, EU competition regulations, and sector-specific requirements where applicable.
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1. Parties: Identification and details of the Licensor and Licensee
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Grant of License: Scope and nature of the license (exclusive/non-exclusive), permitted uses, and restrictions
5. License Fee and Payment Terms: Financial terms, payment schedule, and calculation of royalties
6. Duration and Termination: Term of the license, renewal provisions, and termination rights
7. Intellectual Property Rights: Ownership of IP, protection measures, and handling of improvements
8. Quality Control and Standards: Quality requirements and compliance standards for licensed products/services
9. Warranties and Representations: Parties' warranties regarding rights, authority, and compliance
10. Indemnification: Mutual indemnification obligations and procedures
11. Confidentiality: Protection of confidential information and trade secrets
12. Force Majeure: Handling of events beyond parties' reasonable control
13. Governing Law and Jurisdiction: Application of Belgian law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, assignment, and severability
1. Territory and Sub-Licensing: Include when license is territory-specific or sub-licensing is permitted
2. Regulatory Compliance: Include for regulated industries or products requiring specific compliance measures
3. Marketing and Promotion: Include when parties need to specify marketing obligations and brand usage
4. Training and Support: Include when licensor must provide technical support or training
5. Data Protection: Include when personal data processing is involved (GDPR compliance)
6. Source Code Escrow: Include for software licenses where source code protection is needed
7. Performance Metrics: Include when specific performance or sales targets are required
8. Export Control: Include when licensed products/technology are subject to export restrictions
1. Schedule 1 - Licensed IP: Detailed description of licensed intellectual property, including registration numbers
2. Schedule 2 - Technical Specifications: Technical details and specifications of licensed products/technology
3. Schedule 3 - Quality Standards: Detailed quality control requirements and testing procedures
4. Schedule 4 - Fee Schedule: Detailed breakdown of license fees, royalty calculations, and payment terms
5. Schedule 5 - Approved Sub-Licensees: List of approved sub-licensees if sub-licensing is permitted
6. Schedule 6 - Territory Definition: Detailed description of licensed territory if geographically restricted
7. Appendix A - Brand Guidelines: Guidelines for use of licensed trademarks and branding
8. Appendix B - Reporting Ƶ: Standard forms for required periodic reports and royalty calculations
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Software
Manufacturing
Pharmaceuticals
Biotechnology
Consumer Goods
Media and Entertainment
Telecommunications
Industrial Equipment
Fashion and Luxury Goods
Automotive
Research and Development
Relevant Teams
Legal
Commercial
Finance
Intellectual Property
Research and Development
Information Technology
Compliance
Business Development
Operations
Technical Support
Product Development
Relevant Roles
Legal Counsel
Commercial Director
Intellectual Property Manager
Licensing Manager
Business Development Manager
Chief Technology Officer
Chief Financial Officer
Compliance Officer
Contract Manager
Technology Transfer Officer
Research and Development Director
Innovation Manager
Product Manager
Operations Director
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