The Sole License agreement under Belgian law is essential for businesses seeking to grant or obtain exclusive rights to intellectual property while ensuring compliance with both Belgian national law and EU regulations. This document type is particularly useful when the licensor wishes to grant exclusive rights to a single licensee while retaining ownership of the intellectual property. The agreement includes comprehensive provisions for protecting the licensed property, maintaining quality standards, and ensuring proper commercialization, while addressing specific requirements under Belgian law and EU competition regulations. A Sole License is particularly important in sectors where exclusive market access or technology rights are crucial for business success, and it requires careful consideration of territorial scope, payment terms, and performance obligations.
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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 property
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Detailed description of the sole license grant, including scope, territory, and field of use
5. Exclusivity Provisions: Specific terms regarding the exclusive nature of the license and Licensor's restrictions
6. Term and Termination: Duration of the license and circumstances for termination
7. Payment Terms: License fees, royalties, payment schedule, and reporting requirements
8. Licensee Obligations: Key responsibilities and obligations of the Licensee
9. Licensor Obligations: Key responsibilities and obligations of the Licensor
10. Intellectual Property Protection: Provisions for maintaining and protecting the licensed IP
11. Quality Control: Standards and requirements for use of the licensed property
12. Warranties and Representations: Standard warranties from both parties
13. Indemnification: Mutual indemnification provisions
14. Confidentiality: Protection of confidential information exchanged
15. General Provisions: Standard boilerplate clauses including governing law, notices, etc.
1. Sub-licensing Rights: Include when Licensee is permitted to grant sub-licenses
2. Improvements: Include when dealing with technical IP that may be improved during the term
3. Minimum Performance Requirements: Include when specific performance targets are required
4. Export Control: Include when licensed property may be subject to export regulations
5. Source Code Escrow: Include for software licenses where source code protection is needed
6. Training and Support: Include when technical support or training is part of the arrangement
7. Insurance Requirements: Include when specific insurance coverage is required
8. Change of Control: Include when restrictions on change of control are needed
1. Schedule 1 - Licensed Property: Detailed description of the licensed intellectual property
2. Schedule 2 - Territory: Detailed description of the geographic territory covered
3. Schedule 3 - Technical Specifications: Technical details and requirements for the licensed property
4. Schedule 4 - Quality Control Standards: Detailed quality control requirements and procedures
5. Schedule 5 - Royalty Calculations: Detailed methodology for calculating royalties
6. Schedule 6 - Reporting Ƶ: Ƶ for required periodic reports
7. Appendix A - Form of Sub-license: Standard form for permitted sub-licenses
8. Appendix B - Support Services: Details of any technical support or maintenance services
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Software Development
Pharmaceuticals
Biotechnology
Manufacturing
Research & Development
Entertainment
Media
Telecommunications
Consumer Goods
Industrial Products
Life Sciences
Relevant Teams
Legal
Intellectual Property
Business Development
Commercial
Research & Development
Innovation
Licensing
Corporate Development
Technology Transfer
Product Development
Relevant Roles
Legal Counsel
Intellectual Property Manager
Licensing Director
Business Development Manager
Chief Technology Officer
Commercial Director
Contract Manager
Innovation Manager
Research Director
Chief Executive Officer
Chief Legal Officer
IP Counsel
Technology Transfer Officer
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