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1. Parties: Identification of the licensor and licensee, including full legal names and registered addresses
2. Background: Context of the agreement, including brief description of the licensed manufacturing rights and parties' authority to enter into the agreement
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Scope and nature of the manufacturing license, including territory and duration
5. License Fees and Royalties: Payment terms, calculation of royalties, reporting requirements, and audit rights
6. Quality Control: Manufacturing standards, quality assurance requirements, and inspection rights
7. Intellectual Property Rights: Ownership and protection of IP, including improvements and modifications
8. Manufacturing Requirements: Specific manufacturing obligations, minimum production requirements, and capacity commitments
9. Confidentiality: Protection of confidential information and trade secrets
10. Representations and Warranties: Parties' representations regarding authority, IP ownership, and product quality
11. Indemnification: Mutual indemnification obligations and liability allocation
12. Term and Termination: Duration of agreement, renewal provisions, and termination rights
13. Post-Termination Obligations: Obligations surviving termination and wind-down procedures
14. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law
1. Exclusivity Provisions: Include when granting exclusive manufacturing rights in specific territories
2. Technology Transfer: Include when significant technical knowledge transfer is required for manufacturing
3. Environmental Compliance: Include when manufacturing involves environmental considerations or hazardous materials
4. Export Control: Include for international manufacturing arrangements subject to export regulations
5. Sub-licensing Rights: Include when manufacturer may need to sub-license manufacturing rights
6. Marketing Rights: Include if manufacturer has rights to market or distribute the products
7. Research and Development: Include when ongoing product development or improvements are contemplated
8. Force Majeure: Include detailed provisions when manufacturing is susceptible to external disruptions
9. Insurance Requirements: Include specific insurance obligations beyond standard coverage
10. Dispute Resolution: Include specific arbitration or mediation procedures for complex international arrangements
1. Schedule 1 - Licensed Products: Detailed specifications of products covered by the manufacturing license
2. Schedule 2 - Manufacturing Specifications: Technical requirements, processes, and quality standards for manufacturing
3. Schedule 3 - Quality Control Procedures: Detailed quality control protocols and testing requirements
4. Schedule 4 - Royalty Calculations: Detailed methodology for calculating royalties and example calculations
5. Schedule 5 - Territory Definition: Detailed description of licensed manufacturing territory and any restrictions
6. Schedule 6 - Approved Sub-contractors: List of pre-approved sub-contractors if applicable
7. Schedule 7 - Technical Documentation: Manufacturing drawings, processes, and technical specifications
8. Schedule 8 - Reporting Ƶ: Standard forms for production reports and royalty calculations
9. Appendix A - Patent Documentation: Copies of relevant patents and IP registrations
10. Appendix B - Insurance Requirements: Detailed insurance coverage requirements and minimum limits
Manufacturing
Technology
Pharmaceuticals
Automotive
Electronics
Consumer Goods
Industrial Equipment
Medical Devices
Aerospace
Chemical Processing
Food and Beverage
Textile and Apparel
Legal
Operations
Manufacturing
Quality Assurance
Research & Development
Intellectual Property
Commercial
Procurement
Compliance
Technical Operations
Finance
Business Development
Chief Executive Officer
Chief Operating Officer
Manufacturing Director
Head of Legal
Intellectual Property Counsel
Operations Manager
Quality Control Manager
Production Manager
Licensing Manager
Commercial Director
Chief Technology Officer
Procurement Manager
Research and Development Director
Compliance Officer
Contract Manager
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