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1. Parties: Identification of licensor and licensee with complete legal details
2. Background: Context of the agreement, ownership of intellectual property, and purpose of the license
3. Definitions: Key terms used throughout the agreement, including Licensed IP, Territory, and Sublicensing Rights
4. Grant of License: Scope of primary license and explicit sublicensing rights, including any territorial or field-of-use restrictions
5. License Fees and Payment Terms: Financial terms, including upfront payments, royalties, and currency specifications in compliance with Indonesian regulations
6. Sublicensing Rights and Obligations: Specific terms governing the licensee's right to sublicense, including approval requirements and revenue sharing
7. Protection of Intellectual Property: Obligations regarding IP protection, registration, and enforcement
8. Quality Control: Standards and requirements for licensed products/services, including monitoring of sublicensees
9. Representations and Warranties: Standard warranties regarding IP ownership, right to license, and non-infringement
10. Term and Termination: Duration of agreement, renewal terms, and termination rights
11. Post-Termination Obligations: Obligations of parties after agreement ends, including treatment of sublicenses
12. Governing Law and Dispute Resolution: Indonesian law provisions and dispute resolution mechanisms
13. General Provisions: Standard boilerplate clauses adapted to Indonesian law requirements
1. Technology Transfer: Required if the license includes transfer of technical knowledge or technology, particularly relevant under Indonesian Investment Law
2. Export Control: Include if licensed technology or products are subject to export control regulations
3. Source Code Escrow: For software licenses where source code protection is required
4. Training and Support: Include if licensor will provide technical training or ongoing support
5. Localization Requirements: Required if licensed products/services need to comply with Indonesian local content requirements
6. Data Protection: Include if the licensed activities involve personal data processing
7. Insurance: Required for high-risk licensed activities or where significant liability concerns exist
1. Schedule 1 - Licensed Intellectual Property: Detailed description of all IP being licensed, including registration numbers
2. Schedule 2 - License Fee Structure: Detailed breakdown of all financial terms, including royalty calculations
3. Schedule 3 - Technical Specifications: Technical details of licensed technology or products
4. Schedule 4 - Quality Control Standards: Detailed quality requirements and testing procedures
5. Schedule 5 - Approved Form of Sublicense: Template or minimum terms for sublicense agreements
6. Schedule 6 - Territory Definition: Detailed description of geographic territories for license and sublicense rights
7. Appendix A - Reporting Ƶ: Standard forms for required reports and royalty calculations
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Media and Entertainment
Telecommunications
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Industrial Products
Fashion and Retail
Education and Training
Research and Development
Healthcare
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Intellectual Property
Business Development
Commercial
Finance
Research and Development
Compliance
Technology
Innovation
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Chief Legal Officer
Intellectual Property Manager
Licensing Director
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