This License Termination document is essential when parties wish to formally end their existing licensing arrangement in Malaysia. It should be used when either party wants to terminate a license agreement in accordance with the original agreement's terms or by mutual consent. The document ensures compliance with Malaysian contract law and relevant intellectual property regulations while providing a clear framework for termination procedures. It includes critical elements such as termination date, final payments, return of materials, and ongoing obligations. This document is particularly important in protecting both parties' interests and preventing future disputes by clearly documenting the agreed terms of termination.
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1. Parties: Identification of the licensor and licensee, including full legal names and registered addresses
2. Background: Brief context of the original license agreement and the basis for termination
3. Definitions: Key terms used throughout the agreement, including reference to original license terms
4. Termination Date: Specific date when the license agreement will terminate
5. Acknowledgment of Termination: Mutual acknowledgment of the termination and its effect
6. Outstanding Payments: Details of any final payments or financial settlements required
7. Immediate Obligations: Actions required immediately upon termination, including cessation of license usage
8. Return of Materials: Requirements for returning or destroying licensed materials and confirmation procedures
9. Post-Termination Obligations: Ongoing obligations that survive termination
10. Release and Waiver: Mutual release from future claims related to the license agreement
11. Governing Law: Confirmation of Malaysian law as governing law and jurisdiction
1. Transition Assistance: Required when there needs to be a managed transition period or handover process
2. Intellectual Property Rights: Included when there are specific IP arrangements that need to be addressed post-termination
3. Confidentiality: Added when there are specific confidentiality obligations that survive termination
4. Dispute Resolution: Optional detailed dispute resolution procedures beyond standard court jurisdiction
5. Third Party Rights: Included when termination affects rights of third parties or sub-licensees
6. Insurance and Indemnity: Added when specific risk allocation needs to be addressed post-termination
7. Public Announcements: Required when parties need to agree on public communications about the termination
1. Schedule 1 - Original License Details: Summary of key terms from the original license agreement being terminated
2. Schedule 2 - Terminal Payments: Detailed breakdown of final payments, including any termination fees or refunds
3. Schedule 3 - Transition Plan: Detailed timeline and steps for transitioning away from the license
4. Schedule 4 - Licensed Materials: Comprehensive list of materials to be returned or destroyed
5. Appendix A - Confirmation Certificate: Template certificate confirming completion of termination obligations
6. Appendix B - Destruction Certificate: Template certificate confirming destruction of licensed materials
Relevant legal definitions
Clauses
Relevant Industries
Technology and Software
Manufacturing
Pharmaceuticals
Media and Entertainment
Telecommunications
Retail and Consumer Goods
Automotive
Healthcare
Education
Research and Development
Relevant Teams
Legal
Compliance
Intellectual Property
Commercial
Operations
Business Development
Risk Management
Finance
Product Development
Information Technology
Relevant Roles
Legal Counsel
Licensing Manager
Intellectual Property Manager
Contract Administrator
Business Development Manager
Chief Legal Officer
Commercial Director
Compliance Officer
Operations Manager
Product Manager
Technology Transfer Officer
Risk Manager
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