A Termination Of Licence Agreement is used when parties wish to formally end their existing licensing arrangement. This document is essential when ending intellectual property rights, software usage, or other licensed activities before their planned expiry. Under English and Welsh law, it provides certainty and clarity regarding the termination date, outstanding payments, return of materials, and ongoing obligations. It helps prevent future disputes by clearly documenting the agreed terms of separation and any surviving obligations.
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1. Parties: Identification of all parties to the termination agreement
2. Background: Details of the original licence agreement and reasons for termination
3. Definitions: Key terms used in the termination agreement
4. Termination: Formal termination clause stating the effective date and basis of termination
5. Outstanding Obligations: Settlement of any remaining payments or obligations
6. Return of Materials: Provisions for return or destruction of licensed materials
7. Surviving Provisions: Clauses from original agreement that continue after termination
1. Mutual Release: Release of claims between parties - used when parties want to prevent future claims relating to the licence agreement
2. Transition Arrangements: Arrangements for smooth transition post-termination - used when complex operations need to be wound down
3. Non-Compete: Restrictions on future competitive activities - used when protecting business interests post-termination
4. Data Protection: Handling of personal data post-termination - used when personal data was processed under the licence
1. Schedule of Licensed Materials: List of materials to be returned or destroyed
2. Schedule of Outstanding Payments: Details of any remaining financial obligations
3. Original Licence Agreement: Copy of the agreement being terminated
4. Transition Plan: Detailed plan for transitioning services or operations - for complex terminations requiring managed transition
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