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The Termination of License agreement is a crucial document used when parties wish to formally end their licensing relationship in the Philippines. It is particularly important when there is a need to document the mutual agreement to terminate, or when exercising termination rights under the original license agreement. This document type must comply with Philippine intellectual property laws, particularly the Intellectual Property Code (Republic Act No. 8293) and related regulations. It typically includes detailed provisions for ending the license, managing the transition period, handling any outstanding payments, and ensuring proper disposition of licensed materials. The agreement is essential for protecting both parties' interests and ensuring a clear legal record of the termination, while also addressing any continuing obligations or restrictions that may survive the termination.

1. Parties: Identification of the Licensor and Licensee with their complete legal names and addresses

2. Background: Reference to the original license agreement, its date, and brief description of the licensed rights

3. Definitions: Key terms used in the termination agreement, including references to defined terms from the original license agreement

4. Termination: Clear statement of the termination of the license agreement, specifying the effective date and basis for termination

5. Mutual Release: Release of parties from future obligations under the license agreement, subject to surviving provisions

6. Return of Materials: Requirements for the return or destruction of licensed materials, documentation, and confidential information

7. Cease and Desist: Obligation to stop using the licensed intellectual property and confirmation of such cessation

8. Surviving Provisions: Identification of provisions from the original agreement that will survive termination

9. Final Payment and Settlement: Details of any final payments, reconciliation of accounts, or financial settlements

10. Governing Law: Confirmation of Philippine law as governing law and jurisdiction

11. Execution: Signature blocks and execution formalities