The Non-Exclusive License Agreement is essential for businesses and organizations operating in Belgium who wish to monetize their intellectual property or technology while maintaining the flexibility to grant similar rights to multiple parties. This document, governed by Belgian law and EU regulations, is particularly valuable in situations where exclusive rights are not necessary or desired, such as software licensing, patent licensing, or technology transfer arrangements. The agreement covers critical aspects including license scope, territory, payment terms, quality control, and compliance requirements, while ensuring adherence to Belgian civil law principles and EU competition rules. It's commonly used in commercial transactions, research collaborations, and technology transfer scenarios where the licensor wants to maintain control over their IP while generating revenue from multiple licensees.
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1. Parties: Identification of the licensor and licensee with full legal details
2. Background: Context of the agreement and brief description of the intellectual property being licensed
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Specific terms of the non-exclusive license, including scope, territory, and field of use
5. License Fees and Payment Terms: Financial terms including licensing fees, royalties, payment schedule, and reporting requirements
6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
7. Obligations of the Parties: Specific duties and responsibilities of both licensor and licensee
8. Quality Control: Standards and requirements for use of the licensed IP
9. Term and Termination: Duration of the agreement and circumstances for termination
10. Confidentiality: Protection of confidential information exchanged during the agreement
11. Warranties and Representations: Statements of fact and promises by both parties
12. Liability and Indemnification: Allocation of risks and responsibilities for damages
13. General Provisions: Standard legal clauses including notices, assignment, and governing law
1. Sublicensing Rights: Include when licensee is permitted to sublicense the IP to third parties
2. Improvement Rights: Include when parties want to address ownership and usage rights for improvements to the licensed IP
3. Source Code Escrow: Include for software licenses where source code access might be necessary
4. Data Protection: Include when licensed activities involve processing of personal data under GDPR
5. Export Control: Include when licensed technology may be subject to export restrictions
6. Competition Compliance: Include detailed competition law compliance provisions for high-value or market-sensitive licenses
7. Maintenance and Support: Include when licensor will provide ongoing support for licensed IP
8. Training and Implementation: Include when licensor will provide training or implementation assistance
1. Schedule 1 - Licensed Intellectual Property: Detailed description and specification of the licensed IP
2. Schedule 2 - License Fees and Royalty Calculations: Detailed breakdown of financial terms and calculation methods
3. Schedule 3 - Technical Specifications: Technical requirements and standards for using the licensed IP
4. Schedule 4 - Quality Control Requirements: Detailed quality control procedures and standards
5. Schedule 5 - Approved Sub-contractors: List of approved third parties who may access or use the licensed IP
6. Appendix A - Reporting Templates: Standard forms for required reports and notifications
7. Appendix B - Service Level Agreement: Details of support and maintenance services if applicable
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