The Limited License Agreement is essential for businesses and individuals in Pakistan who wish to grant or receive limited rights to use intellectual property, technology, or other proprietary assets without transferring ownership. This document type is commonly used in various commercial contexts, from software licensing to manufacturing agreements, and must comply with Pakistani legislation including the Contract Act 1872, Copyright Ordinance 1962, and other relevant IP laws. The agreement typically specifies the scope of permitted use, duration, territory, payment terms, and various restrictions to protect the licensor's interests. It's particularly important in sectors where IP protection and controlled usage of proprietary assets are crucial for business operations.
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1. Parties: Identification of the licensor and licensee with full legal names and addresses
2. Background: Context of the agreement, including brief description of the licensed material and purpose of the license
3. Definitions: Definitions of key terms used throughout the agreement
4. License Grant: Specific rights being granted, including scope, territory, and any restrictions
5. Term and Termination: Duration of the license and circumstances under which it can be terminated
6. License Fees: Payment terms, amounts, and schedule of payments
7. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
8. Restrictions and Limitations: Specific limitations on use of licensed material
9. Representations and Warranties: Standard warranties regarding ownership, right to license, and non-infringement
10. Confidentiality: Obligations regarding confidential information
11. Governing Law: Specification of Pakistani law as governing law
12. Dispute Resolution: Process for resolving disputes under Pakistani jurisdiction
13. General Provisions: Standard boilerplate clauses including notices, assignment, and severability
1. Quality Control: Requirements for maintaining quality standards when using licensed material, particularly relevant for trademark licenses
2. Sublicensing Rights: Terms regarding the licensee's right to sublicense, if permitted
3. Maintenance and Support: Terms regarding ongoing support and maintenance, particularly relevant for software licenses
4. Audit Rights: Licensor's right to audit licensee's use of licensed material, relevant for complex commercial licenses
5. Insurance: Requirements for insurance coverage, relevant when licensed material carries operational risks
6. Export Control: Compliance with export control laws, relevant for international licensing
7. Source Code Escrow: Terms for source code escrow arrangements, relevant for software licenses
8. Performance Requirements: Minimum performance or usage requirements, relevant for exclusive licenses
1. Schedule A - Licensed Material: Detailed description of the licensed material, including specifications and documentation
2. Schedule B - License Fees: Detailed breakdown of license fees, payment schedules, and calculation methods
3. Schedule C - Technical Requirements: Technical specifications and requirements for using the licensed material
4. Schedule D - Territory: Detailed description of the geographic territory where license rights may be exercised
5. Schedule E - Quality Standards: Specific quality control requirements and standards to be maintained
6. Appendix 1 - Approved Use Cases: List of specifically approved uses of the licensed material
7. Appendix 2 - Service Level Agreement: Details of support and maintenance services, if applicable
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