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Third Party License for New Zealand

Third Party License Template for New Zealand

A comprehensive legal agreement governed by New Zealand law that establishes the terms and conditions under which intellectual property rights, technology, or other proprietary assets can be licensed to a party for use by or benefit of a third party. The document addresses key aspects including license scope, usage rights, restrictions, payment terms, quality control, and compliance with New Zealand intellectual property and contract laws. It includes specific provisions for protecting the interests of all parties involved while ensuring compliance with New Zealand's regulatory framework, particularly the Copyright Act 1994 and Contract and Commercial Law Act 2017.

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Third Party License

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What is a Third Party License?

The Third Party License agreement is a crucial document used in New Zealand business operations where intellectual property, technology, or other proprietary assets need to be licensed for use by or benefit of third parties. This agreement type is particularly relevant when the original rights holder (licensor) grants permission to a licensee who needs to extend the benefits or usage rights to additional parties. The document incorporates key requirements under New Zealand law, including compliance with the Copyright Act 1994, Contract and Commercial Law Act 2017, and Fair Trading Act 1986. It provides comprehensive coverage of essential elements such as scope of rights, territory restrictions, payment terms, quality control measures, and termination provisions, while addressing the unique aspects of multi-party licensing arrangements within the New Zealand legal framework.

What sections should be included in a Third Party License?

1. Parties: Identifies and provides full legal details of all parties to the agreement, including the licensor, licensee, and any relevant third parties

2. Background: Sets out the context of the agreement, ownership of the licensed material, and the purpose of the license

3. Definitions: Defines key terms used throughout the agreement for clarity and consistency

4. Grant of License: Specifies the exact rights being granted, including scope, territory, and whether exclusive or non-exclusive

5. License Fees and Payment Terms: Details the financial terms, payment schedule, and any royalty calculations

6. Term and Termination: Specifies the duration of the license and circumstances under which it can be terminated

7. Intellectual Property Rights: Confirms ownership of IP and protections in place

8. Warranties and Representations: States the promises and guarantees made by each party

9. Limitations of Liability: Sets out the extent and limits of each party's liability

10. Confidentiality: Establishes obligations regarding confidential information

11. General Provisions: Includes standard boilerplate clauses such as governing law, notices, and assignment

What sections are optional to include in a Third Party License?

1. Quality Control: Required when the license involves branded products or services that need to maintain certain standards

2. Sub-licensing Rights: Include when the licensee may need to grant sub-licenses to other parties

3. Source Code Escrow: Necessary for software licenses where source code access may be required under certain conditions

4. Territory Restrictions: Include when the license is limited to specific geographic regions

5. Minimum Performance Requirements: Required when the license includes performance targets or minimum sales requirements

6. Audit Rights: Include when the licensor needs rights to audit the licensee's use or revenue reporting

7. Data Protection: Required when the licensed product or service involves processing personal data

8. Export Control: Include when the licensed material may be subject to export control regulations

What schedules should be included in a Third Party License?

1. Schedule 1 - Licensed Material: Detailed description of the intellectual property being licensed, including any relevant registration numbers

2. Schedule 2 - License Fees and Royalty Calculations: Detailed breakdown of all financial terms, including calculation methods and examples

3. Schedule 3 - Technical Specifications: Technical details and requirements for the licensed material

4. Schedule 4 - Service Levels: Performance standards and service levels if applicable

5. Schedule 5 - Approved Sub-licensees: List of pre-approved sub-licensees if applicable

6. Appendix A - Form of Reports: Templates for any required reporting

7. Appendix B - Quality Control Standards: Detailed quality control requirements and procedures

8. Appendix C - Brand Guidelines: Guidelines for use of licensed brands or trademarks

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

Jurisdiction

New Zealand

Document Type

Licensing Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions







































Clauses
































Relevant Industries

Technology and Software

Media and Entertainment

Manufacturing

Retail and Consumer Goods

Pharmaceutical and Healthcare

Telecommunications

Financial Services

Education and Training

Research and Development

Professional Services

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Compliance

Risk Management

Technology

Product Development

Finance

Operations

Relevant Roles

Legal Counsel

Intellectual Property Manager

Commercial Director

Licensing Manager

Business Development Manager

Contract Administrator

Chief Technology Officer

Innovation Director

Product Manager

Compliance Officer

Risk Manager

General Counsel

IP Rights Coordinator

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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