The Non-Transferable License agreement is essential for situations where a rights holder wishes to grant specific usage rights while maintaining strict control over who can use their intellectual property or technology. This document is particularly relevant in the Belgian legal context, where it must comply with both national legislation (including the Belgian Civil Code and Code of Economic Law) and EU regulations. The agreement typically includes detailed provisions on usage rights, restrictions, obligations, and termination conditions, with specific emphasis on the non-transferability of the license. It is commonly used for software licensing, technology transfers, content usage rights, and other scenarios where controlled distribution of rights is crucial. The document should be tailored to reflect specific Belgian legal requirements while protecting the licensor's interests and providing clear guidance to the licensee.
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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 licensed material/rights
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Specific rights being granted and explicit non-transferability provisions
5. Scope of License: Detailed description of permitted uses, territory, and duration
6. Restrictions and Limitations: Specific restrictions on use, including non-transfer provisions
7. Intellectual Property Rights: Acknowledgment and protection of IP rights
8. Licensee Obligations: Specific obligations and responsibilities of the Licensee
9. Term and Termination: Duration of the license and grounds for termination
10. Confidentiality: Provisions regarding confidential information
11. Governing Law and Jurisdiction: Specification of Belgian law and jurisdiction
12. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Payment Terms: Include when the license is granted for a fee, detailing payment amounts, schedules, and methods
2. Quality Control: Include when the licensed material requires specific quality standards or monitoring
3. Compliance Requirements: Include when specific regulatory or industry compliance requirements apply
4. Data Protection: Include when personal data processing is involved, ensuring GDPR compliance
5. Technical Requirements: Include when specific technical standards or specifications must be met
6. Support and Maintenance: Include when ongoing support or maintenance services are part of the license
7. Audit Rights: Include when the licensor requires rights to audit licensee's use of the licensed material
8. Insurance: Include when specific insurance requirements are needed for the licensed activities
1. Schedule 1 - Licensed Material: Detailed description of the material or rights being licensed
2. Schedule 2 - Technical Specifications: Technical details and requirements for the licensed material
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees and payment terms if applicable
4. Schedule 4 - Acceptable Use Policy: Specific guidelines for acceptable use of the licensed material
5. Appendix A - Contact Details: Key contacts for both parties for various purposes
6. Appendix B - Reporting Requirements: Ƶ and requirements for any required reporting
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Relevant legal definitions
Clauses
Relevant Industries
Technology & Software
Media & Entertainment
Manufacturing
Pharmaceuticals
Biotechnology
Research & Development
Education
Professional Services
Healthcare
Industrial Design
Consumer Products
Telecommunications
Relevant Teams
Legal
Intellectual Property
Business Development
Research and Development
Product Development
Commercial
Compliance
Innovation
Technology Transfer
Contract Administration
Relevant Roles
Legal Counsel
Intellectual Property Manager
Licensing Manager
Contract Manager
Business Development Director
Chief Technology Officer
Research Director
Product Manager
Commercial Director
Compliance Officer
General Counsel
IP Rights Administrator
Technology Transfer Officer
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