The Limited License Agreement serves as a crucial legal instrument in situations where one party (the licensor) wishes to grant another party (the licensee) specific, limited rights to use their intellectual property, technology, or other proprietary assets while maintaining ownership and control. This document is particularly relevant in the Belgian business context, where it must comply with both national civil law requirements and EU regulations. A Limited License Agreement typically includes detailed terms regarding usage scope, duration, territorial restrictions, payment structures, and termination conditions. It's commonly used in technology transfers, software licensing, patent licensing, and other scenarios where controlled use of proprietary assets is essential. The agreement provides necessary legal protections while ensuring clarity in the business relationship between parties.
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1. Parties: Identification and details of the Licensor and Licensee
2. Background: Context of the agreement and brief description of the licensed material/property
3. Definitions: Key terms used throughout the agreement
4. Grant of License: Scope, nature, and limitations of the license being granted
5. Term and Termination: Duration of the license and conditions for termination
6. License Fees: Payment terms, amounts, and schedule for license fees
7. Intellectual Property Rights: Ownership and protection of IP rights
8. Use Restrictions: Specific limitations and prohibited uses of the licensed material
9. Warranties and Representations: Guarantees made by both parties
10. Liability and Indemnification: Allocation of risks and responsibilities between parties
11. Confidentiality: Protection of confidential information exchanged
12. Governing Law and Jurisdiction: Specification of Belgian law application and dispute resolution
13. General Provisions: Standard boilerplate clauses including notices, assignment, and severability
1. Quality Control: Required when licensing includes brand names or trademarks
2. Maintenance and Support: Needed when licensing software or technical solutions
3. Territory Restrictions: Used when license is limited to specific geographical areas
4. Sublicensing Rights: Include when sublicensing is permitted
5. Audit Rights: Important when usage tracking or compliance verification is needed
6. Data Protection: Required when personal data processing is involved
7. Source Code Escrow: Relevant for software licenses where source code protection is needed
8. Export Control: Necessary when licensed material may be subject to export regulations
1. Licensed Material: Detailed description of the licensed property/material
2. Technical Specifications: Technical details and requirements for licensed technology
3. Fee Schedule: Detailed breakdown of license fees and payment terms
4. Approved Use Cases: Specific examples and scenarios of permitted uses
5. Quality Standards: Specific quality requirements and standards to be maintained
6. Service Level Agreement: Performance metrics and service standards if applicable
Relevant legal definitions
Clauses
Relevant Industries
Technology
Software Development
Manufacturing
Media and Entertainment
Pharmaceuticals
Biotechnology
Research and Development
Consumer Goods
Telecommunications
Gaming
Relevant Teams
Legal
Intellectual Property
Licensing
Commercial
Business Development
Research and Development
Compliance
Product Management
Innovation
Relevant Roles
Legal Counsel
Intellectual Property Manager
Licensing Director
Contract Manager
Business Development Manager
Technology Transfer Officer
Chief Legal Officer
Commercial Director
IP Rights Manager
Innovation Manager
General Counsel
Compliance Officer
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