License Agreement
If there ever comes at time where you will have to create the terms between you and another party regarding a particular matter, then that will mean that you will need to come up with an agreement document. Also, you will need to think about the best kind of agreement document you can create that will match the situation. For example, if you wanted a document that would contain the terms regarding who transfers a ownership of a specific property to another, then you will want to make a conveyance agreement.
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Another example is in the event that you would have to discuss the terms between a franchiser and a franchisee, then you would have to create a franchise agreement. So what if there comes a situation where a particular business wishes to use the products or image of another business? This would mean that you would have to come up with a license agreement and this article is going to teach you how to create one.
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Standard License Agreement
What Is a Licensing Agreement?
A license agreement is a business contract between two parties – mainly the licensor and the licensee. The licensor would be the person or company that owns the rights of the asset that will be licensed and the licensee is the person or company that wishes to purchase the license.
In this type of agreement, it will discuss what particular assets the licensee will be given the rights to use, the payment that the licensee will have to make towards the licensor and anything else which involves the usage of the particular asset.You may also see license agreement
How to Make a Licensing Agreement
Much like a Confidentiality Agreement or a Consulting Agreement, a licensing agreement will require particular information regarding the matter it wishes to discuss with the parties that are involved. Just about every licensing agreement is unique because not every business has the same asset, but just about all of them have similar sections.
So here are the things that you will find in just about any licensing agreement:
The Subject Matter
No matter what kind of agreement you make, there’s always going to be a particular subject matter that will be discussed. If you were to make a Loan Agreement, then the subject matter would be the loan that’s being acquired by a particular party. In a licensing agreement, that would have to be the product or service or trade secret that’s being licensed and being sold to another party. This part might include patent, copyright, or trademark number to ensure protection of the whatever is being licensed.
When writing this section into the agreement document, you will want to be very clear in terms of what particular asset the other party will have the rights to. This means that you will need to provide an accurate description of the particular product,service, or trade secret that you would want to sell to another person or company.You may also see shareholders agreement
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The License Itself
This is where you will be going into detail regarding the entirety of the license of itself. When you’re making a reseller agreement or a commission agreement, then you’ll notice that there are sections where it talks about the duration of the agreement, to what extent it covers, and possibly even the assertion of exclusivity. These are all things that you want to point out in your licensing agreement so that the other party will understand what he or she is able to do with the asset that was purchased.
This means that you will also need to go into detail regarding what can be done once the license has been purchased. This is everything from how it can be sold, its distribution or exportation methods and much more.
Payment
When you make a lease agreement, there’s a particular section which discusses how one party will pay another for the property that’s being leased. A licensing agreement will also need this section in order to point out just how much the licensee will have to pay the licensor in order to gain the rights of the asset that is being sold. So if you’re writing this, then you can decide as to whether there is a base price of the payment or royalties, and the percentages. The payment section must also discuss just how much compensation will need to be made and when these payments are expected to be made.
There are also matters that can be discussed in this section such as what kind of payment needs to be made if there are any sub-licensees and the right to an annual audit and periodic verification of sales. Just be sure to point those all out in the agreement if you decide to go more in-depth.You may also see promotion agreement
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Restrictions
This it the section where you will be discussing what one party cannot do with the license that he or she obtains from the licensor; it’s pretty much similar to a settlement agreement where it discusses what one cannot do and the consequences if the agreement is broken.
You will have to be very clear in regards to the restrictions as you do not want any loopholes that the licensee can exploit. It’s best that you point things out like the licensee not being able to sell the asset below a certain price to ensure good sales or restricting the licensee from using it in certain ways that could negatively affect both parties.
Beginning and End of the Agreement
When you’re working on the document, you need to point out the when it’s going to be effective and when the agreement is going to end. Describe the possibility of renegotiation and continuation of the agreement at the end of the term. You are also going to want to put in circumstances or conditions in which could result in the agreement being ended prematurely.You may also see purchase agreement
Then right after that, you will need a statement which will discuss what will happen to the ownership of the license should the the agreement be terminated. Does the asset go back to the original owner? Does the licensee get to keep the rights even after the agreement is over? You’ll want to point that out clearly in the document in order to avoid confusion or to answer questions regarding the matter.You may also see professional services agreement.
Non-Disclosure Agreement
This is especially important if the asset being licensed by one party is a trade secret. The point of having this section on the document is to ensure the that the licensee will not share any of the information that has been discussed in the licensing agreement to anyone other than the people that are involved in the document. This is to ensure that the licensor is protected, kind of like an added security measure.You may also see confidentiality agreement
Non-Compete Agreement
This is the section which states that the licensor agrees not to allow anyone to compete with the license in the territory and time period that has been specified within the document.
Dispute Settlement
This is the section which discusses how certain disputes will be settled by both parties. This is important as neither may want to take matters to court, so it helps to point out what can be done in the event that a particular problem arises between both parties regarding the licensing agreement.You may also see subordination agreement
And lastly, you will then want to have a space at the very bottom of the document where both parties may place their names and signatures. You will need to have all the parties involved sign the document to validate that they have agreed to whatever terms have been set in the licensing agreement.
In the event that you would like to learn how to create other types of agreement documents (Work for Hire Agreement , Transfer Agreement, confidentiality agreement, etc.), then all you have to do is go through our site. It has the articles you need that should help you create whatever it is that can help you during certain situations. Just make sure that you’re able to go through them thoroughly to make full use of what you have gathered.
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