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Assignment Of License Agreement Template for Belgium

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Key Requirements PROMPT example:

Assignment Of License Agreement

"I need an Assignment of License Agreement under Belgian law for transferring software licensing rights from our tech subsidiary to our parent company, including specific provisions for ongoing technical support until March 2025."

Document background
An Assignment Of License Agreement is used when a licensee wishes to transfer their rights and obligations under an existing license agreement to a third party. This document is crucial in Belgian business practice where such transfers must comply with specific civil code provisions and intellectual property regulations. The agreement typically becomes necessary during corporate restructuring, mergers and acquisitions, or strategic business realignments. It must address Belgian law requirements for contract assignments, including original licensor consent, registration of IP rights transfers, and competition law considerations. The document includes detailed provisions on the transfer of rights, assumption of obligations, warranties, and indemnities, while ensuring compliance with both Belgian national law and relevant EU regulations. Special attention is paid to formalities required under Belgian law for the effective transfer of different types of intellectual property rights.
Suggested Sections

1. Parties: Identification of the Assignor (current licensee), Assignee (new licensee), and Original Licensor

2. Background: Context of the original license agreement and reason for assignment

3. Definitions: Key terms used in the agreement, including 'License Agreement', 'Intellectual Property Rights', 'Effective Date'

4. Assignment: Core provisions detailing the transfer of rights and obligations under the license

5. Consideration: Details of payment or other consideration for the assignment

6. Effective Date: When the assignment takes effect and any conditions precedent

7. Warranties and Representations: Assignor's warranties regarding right to assign, no breaches, etc.

8. Original Licensor Consent: Confirmation of the original licensor's consent to the assignment

9. Liabilities: Allocation of liabilities pre and post-assignment

10. Further Assurance: Obligations to execute additional documents and assist with formalities

11. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction

Optional Sections

1. Intellectual Property Registrations: Required if the license involves registered IP rights needing formal transfer registration

2. Competition Law Compliance: Required for assignments that may have market impact or competition law implications

3. Data Protection: Required if the licensed technology involves personal data processing

4. Confidentiality: Required if there are specific confidentiality obligations beyond the original license

5. Tax Provisions: Required if there are specific tax implications or allocations

6. Employee/Contractor Transfer: Required if the assignment involves transfer of personnel or contractors

7. Transitional Services: Required if the assignor will provide temporary support post-assignment

Suggested Schedules

1. Original License Agreement: Copy of the original license agreement being assigned

2. IP Rights Schedule: Detailed list of intellectual property rights covered by the license

3. Original Licensor Consent Letter: Written consent from the original licensor to the assignment

4. Payment Schedule: Details of any installment payments or earning out arrangements

5. Required Registrations: List of registrations needed with IP offices and other authorities

6. Existing Encumbrances: List of any existing encumbrances or limitations on the license

7. Transfer Documentation: Forms and documents required for formal transfer of registered rights

Authors

Alex Denne

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

Relevant legal definitions






























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Relevant Industries

Technology

Manufacturing

Pharmaceuticals

Biotechnology

Media and Entertainment

Software Development

Telecommunications

Consumer Goods

Industrial Engineering

Research and Development

Healthcare

Automotive

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Compliance

Technology Transfer

Research and Development

Corporate Development

Mergers and Acquisitions

Innovation

Licensing

Relevant Roles

Legal Counsel

Intellectual Property Manager

Licensing Director

Commercial Director

Chief Legal Officer

Chief Technology Officer

Business Development Manager

Contract Manager

Compliance Officer

Corporate Counsel

IP Rights Administrator

Technology Transfer Officer

General Counsel

Senior Legal Advisor

Mergers & Acquisitions Manager

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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