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Simple Royalty Agreement Template for Indonesia

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Key Requirements PROMPT example:

Simple Royalty Agreement

"I need a Simple Royalty Agreement for licensing my software application to Indonesian distributors, with quarterly royalty payments of 15% of net sales and minimum annual guarantees, to be effective from March 1, 2025."

Document background
The Simple Royalty Agreement serves as a fundamental legal instrument for businesses operating in Indonesia who wish to monetize their intellectual property rights or utilize others' IP through a licensing arrangement. This document is particularly relevant in the Indonesian market where IP commercialization is growing rapidly and foreign investment in local businesses is increasing. The agreement needs to comply with Indonesian Civil Code requirements, relevant IP laws, and tax regulations, especially concerning withholding tax on royalty payments. The Simple Royalty Agreement typically includes provisions for payment terms, calculation methods, reporting requirements, and audit rights, while addressing specific Indonesian regulatory requirements such as mandatory registration of certain IP licenses with the Directorate General of Intellectual Property. This document is essential for both domestic and international businesses engaging in IP licensing transactions within Indonesia.
Suggested Sections

1. Parties: Identification of the licensor and licensee with their full legal names and addresses

2. Background: Context of the agreement and brief description of the intellectual property involved

3. Definitions: Key terms used throughout the agreement including 'Intellectual Property', 'Royalty Rate', 'Net Sales', etc.

4. Grant of Rights: Specific rights being granted, including scope, territory, and any restrictions

5. Calculation of Royalties: Formula and basis for calculating royalties, including definition of net sales or revenue

6. Payment Terms: Payment frequency, method, currency, and timing of royalty payments

7. Reporting Requirements: Requirements for sales reports, accounting records, and audit rights

8. Intellectual Property Protection: Obligations regarding IP protection, infringement reporting, and enforcement

9. Term and Termination: Duration of agreement and circumstances for termination

10. Confidentiality: Protection of confidential information exchanged during the agreement

11. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and dispute resolution mechanism

Optional Sections

1. Quality Control: Required for trademark licenses or when product quality standards must be maintained

2. Minimum Guarantee: Include when there's a minimum royalty payment requirement

3. Sub-licensing Rights: Include when licensee is permitted to sub-license the rights

4. Currency Conversion: Include for international agreements with foreign currency payments

5. Tax Provisions: Detailed section on tax implications when dealing with international parties

6. Force Majeure: Include when specific events might affect performance of obligations

7. Insurance: Include when specific insurance requirements are needed for high-risk products

Suggested Schedules

1. Schedule A - Licensed Intellectual Property: Detailed description of the intellectual property being licensed

2. Schedule B - Royalty Rates: Detailed breakdown of royalty rates, including any tiered structure

3. Schedule C - Reporting Template: Template for regular royalty reports and sales statements

4. Schedule D - Quality Standards: Specific quality requirements and standards (if applicable)

5. Schedule E - Territory: Detailed description of the geographic territory covered by the license

6. Appendix 1 - Calculation Examples: Examples of royalty calculations for different scenarios

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

Media & Entertainment

Manufacturing

Pharmaceuticals

Consumer Goods

Software & IT

Fashion & Retail

Publishing

Biotechnology

Telecommunications

Relevant Teams

Legal

Finance

Intellectual Property

Business Development

Commercial

Compliance

Tax

Treasury

Operations

International Business

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Intellectual Property Manager

Licensing Director

Commercial Director

Business Development Manager

Finance Manager

Legal Counsel

Compliance Officer

Royalty Administrator

Contract Manager

IP Rights Manager

Corporate Counsel

Finance Controller

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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