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Patent Licence Agreement
Answer the following questions to generate your customised document. Your document is provided to you in a Microsoft Word format, allowing you to make changes if you wish.
Licensor Details
*
What is the Name of the Licensor Company?
include Pty Ltd or Limited
*
What is the registered address of the Licensor Company?
Licensee Details
*
What is the Name of the Licensee Company?
include Pty Ltd or Limited
*
What is the registered address of the Licensee Company?
Patent Details
*
Is the patent granted
or
is it the subject of an application for grant?
Granted
Application
*
What is the name of the product/technology/process covered by the patent?
License Details
*
Are you the Licensee or the Licensor?
Licensee
Licensor
*
Is the Licence non-exclusive, exclusive or sole?
Non-Exclusive
Exclusive
Sole
*
Is the Licence for a fixed period, does it expire on a certian date or does it expire upon expiry of the patent?
Fixed period
Specific date
Expiry of patent
*
What is the fixed period
eg. three (3)
days
months
years
*
What is the date of expiry?
*
How often will the Licensee rendor the Licensor with a report regarding the number of products producted/sold?
every
month(s)
*
When is this report due?
e.g. "on the last day of March, June, September and December"
*
Is the Licensor or Licensee responsible for paying any government tax, duty or impost?
Licensor
Licensee
*
In the event of revocation of the patent what percentage reduction in royalties will be applied?
%
*
In the event of non-grant of the patent what percentage reduction in royalties will be applied?
%
*
Is there a Minimum Quantity Requirement which the Licensee must meet?
Yes
No
*
What is the Minimum Quantity Requirement? Set out the minimum number of units of the product to be produced or minimum number of operations exploiting the patent in any given cycle or period
eg. 5,000 units per month.
*
If the Licensee enhances the patent, will the Licensor or the Licensee own the IP in the enhancements?
Licensor
Licensee
*
Will the Licensee grant the Licensor a licence to use any enhancements?
Yes
No
*
Does the Licensee wish to restrict this licence by excluding any territories?
Yes
No
*
Which territories will be excluded from the licence?
e.g. Wellington, Auckland and Rotorua
*
Will the Licensor provide personnel to the Licensee for any reason?
Yes
No
*
How long will these personnel be provided for?
eg. three (3)
days
weeks
months
years
*
Is the Licensor providing a warranty that all materials comprised in the Trade Secrets relating to the Patent are, to the best knowledge and belief of the Licensor, true, accurate, reliable and up to date?
Yes
No
*
Is the Licensor indemnifying the Licensee against any claim, action etc. in relation to any alleged infringement of 3rd party intellectual property rights?
Yes
No
*
How long do the parties have to remedy a breach of the agreement after which time the other party will be entitled to terminate?
eg. four (4)
days
business days
weeks
*
In a termination for convenience clause, how much notice is required to be given?
eg. six (6)
days
weeks
months
*
On termination, is the Licensee prohibited from manufacturing goods which compete with the Product for a specified period?
Yes
No
*
How long after the date of termination will the prohibition last?
eg. five (5)
days
weeks
months
Note this agreement includes a term whereby the Licensee will use its Best Endeavours to commercialise the Patent, Trade Secrets and Enhancements (if any) and to manufacture and market the Product.It is prudent to define this term so that the parties are clear as to the performance obligations of the Licensee.
*
What are the best endeavours which the Licensee should undertake?
*
What is the patent that is being licensed? Include Application/Registration Number as it appears on the Register together with the description as it appears on the Register, the date of application/grant and current expiry date.
*
On what date does this Licence start? This is for the definition of Commencement Date. If the Licence starts on the date the agreement is signed, insert 'the date of this Agreement'.
*
For what purpose is the Licence being granted?
*
What are the Territories that are covered by this licence?
*
Insert the formula on which the royalty is based.
*
Does the calculated Royalty fee include GST?
Yes
No
*
Do you wish to add any additional provisions to the agreement?
Yes
No
*
What are the provisions you wish to add?