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Product Licensing Agreement
1. Parties: Identification and details of the licensor and licensee, including company registration numbers and addresses
2. Background: Context of the agreement, brief description of the product, and the parties' intentions
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Scope of the license, including territory, exclusivity, and permitted uses
5. License Fees and Payment Terms: Financial terms, payment schedule, and reporting requirements
6. Intellectual Property Rights: Ownership and protection of IP rights related to the product
7. Obligations of the Licensor: Licensor's responsibilities including product delivery, documentation, and support
8. Obligations of the Licensee: Licensee's responsibilities including usage restrictions and compliance requirements
9. Quality Control: Standards and requirements for product quality and maintenance
10. Confidentiality: Protection of confidential information exchanged between parties
11. Term and Termination: Duration of agreement and circumstances for termination
12. Warranties and Indemnities: Product warranties and mutual indemnification provisions
13. Limitation of Liability: Limits on parties' liability and exclusions
14. Force Majeure: Provisions for unforeseen circumstances affecting performance
15. Governing Law and Jurisdiction: Application of Danish law and jurisdiction for disputes
16. General Provisions: Standard boilerplate clauses including notices, assignment, and amendments
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses
2. Technical Support and Maintenance: Include for software or technical products requiring ongoing support
3. Training and Implementation: Include when product requires specific training or implementation services
4. Data Protection: Include when product involves processing of personal data
5. Source Code Escrow: Include for software licenses where source code protection is required
6. Marketing and Promotion: Include when agreement covers promotional rights and requirements
7. Export Control: Include for products subject to export regulations
8. Insurance Requirements: Include when specific insurance coverage is required
1. Schedule 1 - Product Specification: Detailed technical specifications and features of the licensed product
2. Schedule 2 - License Fees and Payment Terms: Detailed breakdown of fees, royalties, and payment schedules
3. Schedule 3 - Service Level Agreement: Performance metrics and service standards for technical support
4. Schedule 4 - Approved Sub-licensees: List of approved sub-licensees if sub-licensing is permitted
5. Schedule 5 - Territory Definition: Detailed description of geographic territories covered by the license
6. Schedule 6 - Quality Standards: Specific quality requirements and testing procedures
7. Appendix A - Technical Documentation: User manuals, technical guides, and documentation requirements
8. Appendix B - Support and Maintenance Procedures: Detailed procedures for technical support and maintenance services
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