1. Parties: Identification of the IP owner (lessor) and the party leasing the IP (lessee), including full legal names, addresses, and registration details
2. Background: Context of the agreement, brief description of the IP being leased, and the parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement, including technical terms, IP-specific terminology, and defined contract terms
4. Grant of Rights: Specific rights being granted, scope of the lease, limitations, and any territorial restrictions
5. Term and Renewal: Duration of the lease agreement, commencement date, conditions for renewal or extension
6. Payment Terms: Lease fees, payment schedule, calculation methods, late payment consequences, and any royalty arrangements
7. IP Protection and Maintenance: Obligations regarding IP protection, maintenance of registrations, and handling of infringement
8. Quality Control: Standards for IP usage, quality maintenance requirements, and inspection rights
9. Representations and Warranties: Parties' assertions regarding IP ownership, right to lease, non-infringement, and other material facts
10. Confidentiality: Protection of confidential information exchanged during the lease period
11. Termination: Grounds for termination, notice requirements, and consequences of termination
12. Post-Termination Obligations: Parties' obligations after termination, including return of materials and continuing confidentiality
13. Governing Law and Jurisdiction: Application of Philippine law and designation of jurisdiction for dispute resolution
14. General Provisions: Standard contractual provisions including notices, amendments, assignment, and severability
