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Non Exclusive Commercial License for Malaysia

Non Exclusive Commercial License Template for Malaysia

A Non-Exclusive Commercial License agreement under Malaysian law is a legal instrument that grants commercial rights to use specific intellectual property while allowing the owner to license the same rights to others. This agreement is governed by Malaysian legislation, including the Contracts Act 1950 and relevant intellectual property laws. It establishes the terms of use, payment obligations, quality standards, and compliance requirements while protecting both parties' interests under Malaysian jurisdiction. The document incorporates specific provisions required by Malaysian law while maintaining international commercial licensing standards.

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Non Exclusive Commercial License

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What is a Non Exclusive Commercial License?

The Non-Exclusive Commercial License agreement is essential for businesses operating in Malaysia who wish to monetize their intellectual property while maintaining the flexibility to grant similar rights to others. This document is particularly relevant when companies want to expand their market reach through licensed partners without creating exclusive arrangements. It complies with Malaysian legal requirements, including the Contracts Act 1950, Copyright Act 1987, and Competition Act 2010, while addressing key commercial terms such as payment structures, usage rights, quality control, and territorial restrictions. The agreement is commonly used for software licensing, technology transfer, brand licensing, and content distribution, providing a balanced framework that protects the licensor's IP rights while enabling the licensee's commercial objectives.

What sections should be included in a Non Exclusive Commercial License?

1. Parties: Identification and details of the Licensor and Licensee, including registration numbers for companies

2. Background: Context of the agreement and brief description of the subject matter being licensed

3. Definitions: Definitions of key terms used throughout the agreement

4. Grant of License: Specific details of the license grant, including scope, territory, and non-exclusive nature

5. License Fee and Payment Terms: Financial terms, payment schedule, and method of payment

6. Duration and Termination: Term of the license, renewal provisions, and termination circumstances

7. Licensor's Obligations: Responsibilities and warranties of the licensor

8. Licensee's Obligations: Responsibilities and obligations of the licensee

9. Intellectual Property Rights: Ownership and protection of IP rights

10. Confidentiality: Protection of confidential information exchanged

11. Limitation of Liability: Limits on parties' liability and indemnification provisions

12. General Provisions: Standard clauses including notices, amendments, governing law, etc.

What sections are optional to include in a Non Exclusive Commercial License?

1. Quality Control: Requirements for maintaining quality standards when using licensed material - include when licensing involves branded products or services

2. Sub-licensing Rights: Terms for sub-licensing if permitted - include when licensee may need to grant sub-licenses

3. Territory Restrictions: Specific geographical limitations - include when license is limited to certain regions

4. Marketing and Promotion: Guidelines for marketing licensed products - include when license involves consumer-facing products

5. Audit Rights: Rights to audit licensee's use and payments - include for revenue-based licensing

6. Technical Support: Terms for technical support provision - include when licensing software or technical products

7. Data Protection: Compliance with data protection laws - include when personal data processing is involved

8. Export Control: Export restriction clauses - include when licensed material may be subject to export controls

What schedules should be included in a Non Exclusive Commercial License?

1. Schedule 1 - Licensed Material: Detailed description of the intellectual property being licensed

2. Schedule 2 - License Fee Structure: Detailed breakdown of fees, royalties, and payment terms

3. Schedule 3 - Technical Specifications: Technical details and specifications of the licensed material

4. Schedule 4 - Quality Standards: Specific quality requirements and standards to be maintained

5. Schedule 5 - Approved Use Cases: Specific approved uses of the licensed material

6. Appendix A - Brand Guidelines: Guidelines for using any associated branding elements

7. Appendix B - Reporting Ƶ: Standard templates for required periodic reports

8. Appendix C - Support Services: Details of any technical or other support services provided

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Malaysia

Publisher

Ƶ

Document Type

Use Agreement

Cost

Free to use
Relevant legal definitions






























Clauses






























Relevant Industries

Technology and Software

Manufacturing

Media and Entertainment

Pharmaceuticals

Biotechnology

Consumer Goods

Industrial Products

Telecommunications

Fashion and Retail

Research and Development

Education and Training

Professional Services

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Compliance

Finance

Operations

Research and Development

Product Management

Risk Management

Strategy

Relevant Roles

Legal Counsel

Intellectual Property Manager

Commercial Director

Business Development Manager

Licensing Manager

Chief Technology Officer

Contract Administrator

Compliance Officer

Risk Manager

Product Manager

Operations Director

Chief Executive Officer

Chief Financial Officer

Technology Transfer Officer

IP Rights Specialist

Industries









Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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