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1. Parties: Identification of the parties entering into the agreement, including their legal names, addresses, and company registration details
2. Background: Context of the agreement, including the business relationship and purpose
3. Definitions: Detailed definitions of key terms used throughout the agreement, particularly 'Revenue', 'Royalty Rate', and 'Payment Period'
4. Grant of Rights: Specifies the rights being granted in exchange for royalty payments
5. Revenue Base: Clear definition of what constitutes revenue for royalty calculation purposes, including inclusions and exclusions
6. Royalty Calculation: Formula and methodology for calculating royalties, including rates and any tiered structure
7. Payment Terms: Timing, method, and currency of royalty payments, including payment procedures and late payment consequences
8. Reporting Requirements: Requirements for revenue reporting, including frequency, format, and supporting documentation
9. Audit Rights: Rights and procedures for auditing revenue calculations and payments
10. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
11. Confidentiality: Obligations regarding confidential information shared during the course of the agreement
12. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for dispute resolution
1. Minimum Guarantee: Include when there's a minimum guaranteed royalty payment regardless of actual revenue
2. Currency Exchange: Include when revenues are collected in multiple currencies
3. Intellectual Property Rights: Include when the royalty arrangement involves specific IP rights that need protection
4. Marketing and Promotion: Include when parties have specific marketing obligations or restrictions
5. Non-Competition: Include when there are restrictions on competitive activities
6. Force Majeure: Include when parties want to address circumstances beyond their control affecting revenue generation
7. Assignment Rights: Include when transfer of rights needs to be specifically addressed
8. Tax Provisions: Include when specific tax arrangements or withholding requirements need to be addressed
1. Schedule 1 - Revenue Calculation Methodology: Detailed breakdown of how revenue is calculated, including specific inclusions and exclusions
2. Schedule 2 - Royalty Rates: Detailed royalty rate structure, including any tiered rates or special conditions
3. Schedule 3 - Reporting Template: Template for regular revenue and royalty reports
4. Schedule 4 - Payment Procedures: Detailed payment procedures including bank account details and payment instructions
5. Schedule 5 - Audit Procedures: Detailed procedures for conducting revenue and payment audits
6. Appendix A - Territory Definition: Definition of geographical territories covered by the agreement, if applicable
7. Appendix B - Product/Service Definition: Detailed description of products or services subject to royalty payments
Technology
Media and Entertainment
Manufacturing
Retail
Pharmaceuticals
Software and SaaS
Consumer Goods
Fashion and Luxury
Gaming
Telecommunications
Biotechnology
Publishing
Music Industry
Franchising
Legal
Finance
Commercial
Business Development
Treasury
Compliance
Intellectual Property
Revenue Operations
Accounting
Tax
Audit
Licensing
Chief Financial Officer
Commercial Director
Legal Counsel
Revenue Manager
Licensing Director
Business Development Manager
Finance Director
Compliance Officer
Contract Manager
Intellectual Property Manager
Treasury Manager
Royalty Administrator
Financial Controller
Commercial Operations Manager
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