[{"data":1,"prerenderedAt":476},["ShallowReactive",2],{"document-checklist-drafting-multimedia-and-technology-licensing-agreement-D5177":3},{"document":4,"label":21,"preview":11,"thumb":22,"thumb600":23,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":24,"breadcrumb":28,"related":36,"customDescModule":172,"customdescription":6,"mdFm":173,"mdProseHtml":475},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":20},"CHECKLIST DRAFTING LICENSE AGREEMENTS Identification of Parties Names Addresses Definition of Licensed Property Identification of patents, trademarks, etc. Include corresponding rights Definition of Licensed Products/Services License Grant Exclusive vs. non-exclusive Definition of territory Reservation of rights Sublicensing Term of the Agreement Initial term Option to renew Life of patent concerns Compensation Royalty rate Sublicensing income Royalty period defined Net sales defined Royalty statements form Advance Guaranteed minimum royalty Guaranteed vs. non-guaranteed When sale occurs Sales to affiliates Receipt will not prevent subsequent challenge Acceleration Survival of termination Currency Interest Audit Timing and notice Underpayment/accounting fees Record retention ",null,"Checklist Drafting Multimedia and Technology Licensing Agreement","3",40,"doc","https://templates.business-in-a-box.com/imgs/1000px/checklist_drafting-multimedia-and-technology-licensing-agreement-D5177.png","https://templates.business-in-a-box.com/imgs/250px/5177.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#5177.xml",{"title":6,"description":6},[16,19],{"label":17,"url":18},"Software & Technology","/templates/software-technology-business/",{"label":17,"url":18},"checklist drafting multimedia technology licensing agreement","Checklist Drafting Multimedia and Technology Licensing Agreement 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the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda",513,"https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":93,"description":6},"non disclosure agreement nda",[95,97],{"label":31,"url":96},"business-legal-agreements",{"label":98,"url":99},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":102,"descriptionCustom":6,"label":103,"pages":104,"size":105,"extension":10,"preview":106,"thumb":107,"svgFrame":108,"seoMetadata":109,"parents":110,"keywords":114,"url":115},"INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (\"Agreement\") is made and effective [Date], BETWEEN: [INDEPENDENT CONTRACTOR NAME] (the \"Independent Contractor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS Independent Contractor is engaged in providing [Describe] business services, its Employer Tax I.D. Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement","6",62,"https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[111],{"label":112,"url":113},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",{"description":117,"descriptionCustom":6,"label":118,"pages":104,"size":88,"extension":10,"preview":119,"thumb":120,"svgFrame":121,"seoMetadata":122,"parents":124,"keywords":123,"url":127},"SERVICE AGREEMENT This SERVICE AGREEMENT (\"Agreement\") is effective [DATE], BETWEEN: [COMPANY NAME] (the \"Contractor\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Customer\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] (The Contractor and the Customer shall be individually referred to as a \"Party\" and collectively referred to as the \"Parties\", as the context may require). WHEREAS A. Contractor has experience and expertise in [DESCRIBE EXPERIENCE AND SERVICE]. B. Customer desires to have Contractor provide services for them. C. Contractor desires to provide services to Customer on the terms and conditions set forth herein (the \"Services\"). NOW THEREFORE, in consideration of the above recitals, the representations, warranties, and agreements contained in this Agreement and for other good and valuable consideration, the receipt and adequacy of which are now acknowledged, the Parties agree as follows: SERVICES PROVIDED Beginning on upon agreement to this contract, [CONTRACTOR] will provide to [CUSTOMER] the following service (collectively, the /Services\"): Description of the project: [DESCRIBE THE SERVICE REQUIRED]. SCOPE OF WORK Contractor agrees to provide Services pursuant to the Scope of Work set forth in Exhibit A attached hereto (the \"Scope of Work\"). TERM Unless both parties mutually agree on an extension, this contract will automatically terminate on [SPECIFY]. PERFORMANCE The parties agree to do everything possible to ensure that the terms of this Agreement take effect. PAYMENT FOR SERVICES In exchange for the Services rendered, a payment of [SPECIFY] will be made to the Contractor upon completion of the scheduled Services described in this Contract. If an invoice is not paid on the due date, interest will be added to the current balance. These amounts shall be payable, and the Customer shall pay all overdue amounts at the lesser of [SPECIFY] per cent per annum or the maximum percentage permitted by applicable law. Or Customer will pay Contractor as follows: [SPECIFY]. DELIVERY OF SERVICES The Contractor will exercise due diligence in the provision of services. However, the Customer acknowledges that the indicated delivery times and other payment milestones listed in Scope of Work are estimates and do not constitute final delivery dates. SECURITY The Contractor must make reasonable security arrangement to protect Material from unauthorized access, collection, use, alteration or disposal. OWNERSHIP RIGHT The Customer shall hold the copyright for the agreed version of the Services as delivered, and the Customer's copyright notice may be displayed in the final version. All works, ideas, discoveries, inventions, patents, products or other information that may be protected by copyright (collectively, the \"Work Product\" developed in whole or in part by the Contractor in connection with the Services, shall be the exclusive property of the Customer. Upon request, the Contractor shall execute all documents necessary to confirm or perfect the exclusive ownership of the Customer's \"Work Product\". The Contractor retains exclusive rights to pre-existing materials used in the Customer's projects. The Customer shall not have the right to reuse, resell or otherwise transfer material belonging to the contractor or third parties. The Contractor reserves the right to use the finished public product as an example of a product. RETURN OF PROPERTY Upon the expiry or termination of this Agreement, the Contractor will return to the Customer any property, documentation, records or Confidential Information which is the property of the Customer. COMPENSATION For all services rendered by the Contractor under this Agreement, the Customer shall indemnify the Contractor. In the event that the Customer fails to make any of the payments mentioned, the Contractor shall have the right, but shall not be obliged, to exercise any of the following remedies: ","Service Agreement","https://templates.business-in-a-box.com/imgs/1000px/service-agreement-D12711.png","https://templates.business-in-a-box.com/imgs/250px/12711.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12711.xml",{"title":123,"description":6},"service agreement",[125,126],{"label":31,"url":96},{"label":31,"url":96},"/template/service-agreement-D12711",{"description":129,"descriptionCustom":6,"label":130,"pages":131,"size":132,"extension":10,"preview":133,"thumb":134,"svgFrame":135,"seoMetadata":136,"parents":137,"keywords":141,"url":142},"CUSTOM SOFTWARE DEVELOPMENT AGREEMENT This Custom Software Development Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [CUSTOMER NAME] (the \"Customer\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Developer\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS WHEREAS Customer wishes to [DESCRIBE NEEDS TO BE ADDRESSED], and wants to hire Developer to develop these custom software packages, and; WHEREAS Developer desires to develop these custom software packages for Customer: NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties hereto, intending, to be legally bound, agree as follows: Purpose of Agreement Customer desires to retain Developer as an independent contractor to develop the computer software (the \"Software\") described in the Functional Specifications contained in Exhibit A attached to and made part of this Agreement. Developer is ready, willing and able to undertake the development of the Software and agrees to do so under the terms and conditions set forth in this Agreement. Preparation of Development Plan Developer shall prepare a development plan (\"Development Plan\") for the Software, satisfying the requirements set forth in the Functional Specifications. The Development Plan shall include: Detailed Specifications for the Software; A listing of all items to be delivered to Customer under this Agreement (\"Deliverables\"); A delivery schedule containing a delivery date for each Deliverable; and A payment schedule setting forth the amount and time of Developer's compensation. ACCEPTANCE OF DEVELOPMENT PLAN Developer shall deliver the Development Plan to Customer by [DEVELOPMENT PLAN DEADLINE]. Customer shall have [NUMBER] days to review the Development Plan. Upon approval of the Development Plan by Customer, it will be marked as Exhibit B and will be deemed by both parties to have become a part of this Agreement and will be incorporated by reference. Developer shall then commence development of Software that will substantially conform to the requirements set forth in the Development Plan. If the Development Plan is in Customer's reasonable judgment unsatisfactory in any material respect, Customer shall prepare a detailed written description of the objections. Customer shall deliver such objections to Developer within [NUMBER] days of receipt of the Development Plan. Developer shall then have [NUMBER] days to modify the Development Plan to respond to Customer's objections. Customer shall have [NUMBER] days to review the modified Development Plan. If Customer deems the modified Development Plan to be unacceptable, Customer has the option of terminating this Agreement upon written notice to Developer or permitting Developer to modify the Development Plan again under the procedure outlined in this paragraph. If this Agreement is terminated, the obligations of both parties under it shall end except for Customer's obligation to pay Developer all sums due for preparing the Development Plan and the ongoing obligations of confidentiality set forth in the provision of this Agreement entitled \"Confidentiality.\" Payment for Development Plan If the Development Plan is not accepted by Customer and Customer terminates this Agreement, Developer shall be entitled to compensation on a time and materials basis at an hourly rate of [HOURLY RATE] plus expenses to the date of termination. Developer shall submit an invoice detailing its time and expenses preparing the Development Plan. If the invoice amount is less than the amounts paid to Developer prior to termination, Developer shall promptly return the excess to Customer. If the invoice amount exceeds the amounts paid to Developer prior to termination, Customer shall promptly pay Developer the difference. However, Developer's total compensation for preparing the Development Plan shall not exceed [AMOUNT]. Payment [TIME AND MATERIALS AGREEMENT] Developer shall be compensated at the rate of [RATE] per hour [OR \"day,\" \"week,\" \"month\"]. Payment will be made within [NUMBER OF DAYS] days of Developer's submission of an invoice for work completed. [OPTIONAL: \"Unless otherwise agreed upon in writing by Customer, Customer's maximum liability for all services performed during the term of this Agreement shall not exceed [MAXIMUM AMOUNT].\"] OR [FIXED PRICE AGREEMENT] The total contract price shall be set forth in the Development Plan. Customer shall pay the Developer the sum of [INITIAL AMOUNT] upon execution of this Agreement and the sum of [AMOUNT IF PLAN APPROVED] upon Customer's approval of the Development Plan. The remainder of the contract price shall be payable in installments according to the payment schedule to be included in the Development Plan. Each installment shall be payable upon completion of each project phase by Developer and acceptance by Customer in accordance with the provision of this Agreement entitled \"Acceptance Testing of Software.\" Payment of Developer's Costs Customer shall reimburse Developer for all out-of-pocket expenses incurred by Developer in performing services under this Agreement. Such expenses include, but are not limited, to: All communications charges Costs for providing conversion services for converting Customer's database Media costs Travel expenses other than normal commuting, including airfares, rental vehicles, and highway mileage in company or personal vehicles at [cents per mile] Other expenses resulting from the work performed under this Agreement. Developer shall submit an itemized statement of Developer's expenses. Customer shall pay Developer within [NUMBER] days from the date of each statement. Late Fees Late payments by Customer shall be subject to late penalty fees of [%] per month from the due date until the amount is paid. Materials Customer shall make available to Developer, at Customer's expense, the following materials, facilities and equipment: [LIST] These items will be provided to Customer by [DATE]. Changes in Project Scope If at any time following acceptance of the Development Plan by Customer, Customer should desire a change in Developer's performance under this Agreement that will alter or amend the Specifications or other elements of the Development Plan, Customer shall submit to Developer a written proposal specifying the desired changes. Developer will evaluate each such proposal at its standard rates and charges. Developer shall submit to Customer a written response to each such proposal within [NUMBER] working days following receipt thereof. Developer's written response shall include a statement of the availability of Developer's personnel and resources, as well as any impact the proposed changes will have on the contract price, delivery dates or warranty provisions of this Agreement. Changes to the Development Plan shall be evidenced by a \"Development Plan Modification Agreement.\" The Development Plan Modification Agreement shall amend the Development Plan appropriately to incorporate the desired changes and acknowledge any effect of such changes on the provisions of this Agreement. The Development Plan Modification Agreement shall be signed by authorized representatives of Customer and Developer, whereupon Developer shall commence performance in accordance with it. Should Developer not approve the Development Plan Modification Agreement as written, Developer will so notify Customer within [NUMBER] working days of Developer's receipt of the Development Plan Modification Agreement. Developer shall not be obligated to perform any services beyond those called for in the Development Plan prior to its approval of the Development Plan Modification Agreement.","Custom Software Development Agreement","16",116,"https://templates.business-in-a-box.com/imgs/1000px/custom-software-development-agreement-D787.png","https://templates.business-in-a-box.com/imgs/250px/787.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#787.xml",{"title":6,"description":6},[138,140],{"label":17,"url":139},"software-technology-business",{"label":17,"url":139},"custom software development agreement","/template/custom-software-development-agreement-D787",{"description":144,"descriptionCustom":6,"label":145,"pages":146,"size":147,"extension":10,"preview":148,"thumb":149,"svgFrame":150,"seoMetadata":151,"parents":152,"keywords":157,"url":158},"INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT This Intellectual Property Assignment Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Assignor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Assignee\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Shareholder\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] PREAMBLE WHEREAS [YOUR COMPANY NAME] owns all rights in a patent registered with the [COUNTRY] Patent Office under file number [NUMBER], serial number [NUMBER], entitled [SPECIFY] (the \"Patent\"); WHEREAS [YOUR COMPANY NAME] wishes to assign all rights and title in and to the Patent [COMPANY NAME]; WHEREAS the parties wish to enter into this Agreement on the terms and conditions more particularly provided herein. NOW, THEREFORE, in consideration of the above premises and agreements herein contained, the preamble forming an integral part hereof, the parties agree as follows: DEFINITIONS In this Agreement, except where the context or subject matter is inconsistent therewith, the following terms shall have the following meanings: \"Affiliates\" means, with respect to a Party to this Agreement, any person which, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with such Party. The term \"control\" means possession, direct or indirect, of the powers to direct or cause the direction of the management or policies of a person, whether through ownership of equity participation, voting securities, or beneficial interests, by contract, by agreement or otherwise. \"Agreement\" shall mean this document, the annexed schedules, which are incorporated herein, together with any future written and executed amendments agreed to by the parties. \"Assigned Rights\" shall mean all rights and title in the Patent and all Intellectual Property Rights in the technology described in the Patent, in all countries. \"Improvements\" means innovations, inventions, ideas, designs, concepts, discoveries, techniques, works, processes, formulas, new derived material and modifications related to the Patent, whether or not patentable, copyrightable, or otherwise protectable as trade secrets or under any other intellectual property, conceived, brought to practice or developed by either Party after the date of this Agreement. \"Intellectual Property Rights\" includes all patents, trade marks, service marks, registered designs, integrated circuits topographies, including applications for any of the foregoing, and includes all copyrights, design rights, know-how, confidential information, trade secrets and any other similar rights in [COUNTRY] and in any other countries. \"Patent\" shall mean the patent described in recitals hereof and its counterpart applications in any country, now or thereafter owned by [YOUR COMPANY NAME] or to which [YOUR COMPANY NAME] otherwise acquires rights, including any patent application, divisional, continuation, provisional, reissue, re-examination, extension certificate, registration, renewal, confirmation and national phase entry application related to such Patent. ASSIGNMENT OF PATENT Subject to the terms and conditions contained in this Agreement, [YOUR COMPANY NAME] hereby irrevocably assigns to [COMPANY NAME] all rights and title and any other rights to the Patent as well as all Intellectual Property Rights in the technology described in the Patent, in all countries. The parties hereby recognize that any and all Intellectual Property Rights in any Improvements shall be held by [COMPANY NAME]. The parties hereby recognize that no Intellectual Property Rights are assigned, licensed or otherwise granted under this Agreement, save and except as explicitly stated in this Section 2. COMPENSATION In consideration of the Assigned Rights, [COMPANY NAME] agrees to pay [YOUR COMPANY NAME] the sum of [AMOUNT] (the \"Purchase Price\") payable upon the execution of this Agreement by all of the parties hereto. REPRESENTATIONS AND WARRANTIES The Guarantors represent and warrant on a joint and several basis to [COMPANY NAME] that: the Patent and [COMPANY NAME]'s use of the Patent does not, to the best knowledge of the Guarantors, infringe upon any patent, or any trademark, copyright, trade secret or other Intellectual Property Rights or proprietary right of any third party, and that there is currently no actual or threatened suit against [YOUR COMPANY NAME] by any third party based on an alleged violation of such right, and the Guarantors do not know of any basis for any such action; there are no outstanding assignments, grants, licenses, liens, encumbrances, obligations or agreements (whether written, oral or implied) regarding the Patent; [YOUR COMPANY NAME] has all rights, power and authority required in order to grant the Assigned Rights free and clear of all encumbrances or legal restrictions, in accordance with this Agreement; [YOUR COMPANY NAME] has good and marketable title to the Patent; there is no requirement for [YOUR COMPANY NAME] to obtain any other authorization, consent or approval from any third party as a condition to the enforceability of any provision of this Agreement or the lawful conclusion of the transactions contemplated by this Agreement; Notwithstanding any investigation conducted prior to the execution of this Agreement, and notwithstanding implied knowledge or notice of any fact or circumstance which [COMPANY NAME] may have as a result of such investigation or otherwise, [COMPANY NAME] shall be entitled to rely upon the representations and warranties set forth herein and the obligations of [YOUR COMPANY NAME] hereto with respect to such representations and warranties shall survive the termination of this Agreement for any reason. The Guarantors, on a joint and several basis, shall indemnify and hold [COMPANY NAME] harmless from all losses, liabilities, damages and expenses, including reasonable attorneys' fees and costs (collectively, \"Liabilities\"), that [COMPANY NAME] may suffer to the extent resulting from any claims, demands, actions or other proceedings made or instituted by any third party against [COMPANY NAME] and arising out of the use of the Patent, or related to the breach of any obligation or any representation and warranty under this Agreement, except for Liabilities arising out of the gross negligence or willful misconduct of [COMPANY NAME]. TERM AND TERMINATION This Agreement shall take effect upon the execution hereof by both parties hereto, and, unless sooner terminated as per paragraph 5.2 below, shall remain in effect until the expiration of the Patent. Upon any material breach or default under this Agreement by either Party, the other Party may give notice of such breach or default and, unless the same shall be cured within [NUMBER] days after delivery of such notice, then, without limitation of any other remedy available hereunder, such Party may terminate this Agreement immediately upon delivery of a notice of termination to the other Party at any time thereafter. The termination of this Agreement by either of the Parties shall be subject to all other rights and remedies available to the Parties hereunder or otherwise. NOTICE","Intellectual Property Assignment","7",80,"https://templates.business-in-a-box.com/imgs/1000px/intellectual-property-assignment-D5229.png","https://templates.business-in-a-box.com/imgs/250px/5229.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#5229.xml",{"title":6,"description":6},[153,154],{"label":31,"url":96},{"label":155,"url":156},"Transfer & Assignment Agreements","transfer-assignment-agreement","intellectual property assignment","/template/intellectual-property-assignment-D5229",{"description":160,"descriptionCustom":6,"label":161,"pages":146,"size":162,"extension":10,"preview":163,"thumb":164,"svgFrame":165,"seoMetadata":166,"parents":167,"keywords":170,"url":171},"JOINT VENTURE AGREEMENT This Joint Venture Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"First Joint Venturer\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND JOINT VENTURER NAME] (the \"Second Joint Venturer\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] This Agreement is entered by First Joint Venturer and Second Joint Venturer, herein after collectively referred to as the \"Joint Venturers\", for the purpose of performing: [DESCRIBE JOINT VENTURE]. WITNESSETH: WHEREAS, the parties are desirous of forming a Joint Venture (the \"Venture\"), under the laws of the [State/Province] of [STATE/PROVINCE] by execution of this Agreement for the purposes set forth herein and are desirous of fixing and defining between themselves their respective responsibilities, interests, and liabilities in connection with the performance of the before mentioned project; and NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the Parties herein agree to constitute themselves as Joint Venturers, henceforth, \"Venturers\" for the purposes before mentioned, and intending to be legally bound hereby, the parties hereto, after first being duly sworn, do covenant, agree and certify as follows: DEFINITIONS \"Affiliate\" shall refer to (i) any person directly or indirectly controlling, controlled by or under common control with another person, (ii) any person owning or controlling 10% or more of the outstanding voting securities of such other person, (iii) any officer, director or other partner of such person and (iv) if such other person is an officer, director, joint Venturer or partner, any business or entity for which such person acts in any such capacity. \"Venturers\" shall refer to [VENTURE NAME] Inc., and any successor(s) as may be designated and admitted to the Venture. \"Internal Revenue Code\", \"Code\" or \"I.R.C.\" shall refer to the current and applicable Internal Revenue Code. \"Net Profits and Net Losses\" means the taxable income and loss of the Venture, except as follows: [DESCRIBE] The \"Book\" value of an asset shall be substituted for its adjusted tax basis if the two differ, but otherwise Net Profits and Net Losses shall be determined in accordance with federal income tax principles. \"Project\" shall refer to that certain [DESCRIBE] project known as [NAME]. \"Treasury Regulations\" shall refer to those regulations promulgated by the Department of the Treasury with respect to certain provision of Internal Revenue Code. \"Percentage of Participation\" shall refer to that figure set forth in Exhibit A. FORMATION, NAME, AND PRINCIPLE PLACE OF BUSINESS Formation (a) The Venturers do hereby form a joint venture pursuant to the laws of the State of [STATE/PROVINCE] in order for the Venture to carry on the purposes for which provision is made herein. (b) The Ventures shall execute such certificates as may be required by the laws of the [State/Province] of [STATE/PROVINCE] or of any other state in order for the Venture to operate its business and shall do all other acts and things requisite for the continuation of the Venture as a joint venture pursuant to applicable law. Name The Name and style under which the Venture shall be conducted is: [DESCRIBE]. Principal place of business The Venture shall maintain its principal place of business at [FULL ADDRESS]. The Venture may re-locate its office from time to time or have additional offices as the Venturers may determine. PURPOSE OF THE JOINT VENTURE The business of the Venture shall be to perform: [DESCRIBE], a project having the Contract # , being entitled, and being in a dollar amount of [AMOUNT], in accordance with the contract documents for the Project and all such other business incidental to the general purposes herein set forth. TERM The term of the Venture shall commence as of the date hereof and shall be terminated and dissolved upon the earliest to occur of: (i) completion of the Project and receipt of all sums due the Venture by the Owner, [OWNER NAME] pursuant thereto and payment of all laborers and material men employed by the Venture in connection with the project; (ii) [DATE]; (iii) the unanimous agreement of the Ventures; or (iv) the order of a court of competent jurisdiction. PERCENTAGE OF PARTICIPATION Description Except as otherwise provided in sections 6.0 and 9.0 hereof, the interest of the Parties in any gross profits and their respective shares in any losses and/or liabilities that may result from the filing of a joint bid and/or the performance of the Construction Contract, and their interests in all property and equipment acquired and all money received in connection with the performance of the Contract shall be as follows: [Name Joint Venture Partner Percentage] Losses The Parties agree that in the event any losses arise out of or results from the performance of the Project, each Venturer shall assume and pay the share of the losses that is equal to the percentage of participation. Liabilities If for any reason, a Venturer sustains any liabilities or is required to pay any losses arising out of or directly connected with the Project, or the execution of any surety bonds or indemnity agreements in connection therewith, which are in excess of its Percentage of Participation, in the Joint Venture, the other Venturer shall promptly reimburse such Venturer this excess, so that each and every member of the Joint Venturer will then have paid its proportionate share of such losses to the full extent of its Percentage of Participation. Indemnities The Venturers agree to indemnify each other and to hold the other harmless from, any and all losses of the Joint Venture that are in excess of such other Venturer's Percentage of Participation. Provided that the provisions of this subsection shall be limited to losses that are directly connected with or arise out of the performance of the Project and/or the execution of any bonds or indemnity agreements in connection therewith and shall not be relate to or include any incidental, indirect or consequential losses that may be sustained or suffered by a Party. Duration The Parties shall from time to time execute such bonds and indemnity agreements, including applications there and other documents that may be necessary in connection with the performance of the Project. Provided however, that the liability of each of the Parties under any agreements to indemnify a surety company or surety companies shall be limited to the percentage of the total liability assumed by all the Parties under such indemnity agreements that is equal to the Party's Percentage of Participation. Initial contribution of the venture (a) The Venturers shall contribute the Property to the Venture and their Capital Account shall each be credited with the appropriate value of such contribution in accordance with their Venture interests. (b) Except as otherwise required by law or this Agreement, the Venturers shall not be required to make any further capital contributions to the Venture. Venture interests Upon execution of this Agreement, the Venturers shall each own the following interests in the Venture: Joint Venture Partner Percentage Return of capital contributions (a) No Venturer shall have the right to withdraw his capital contributions or demand or receive the return of his capital contributions or any part thereof, except as otherwise provided in this Agreement. (b) The Venturers shall not be personally liable for the return of capital contributions or any part thereof, except as otherwise provided in this Agreement. (c) The Venture shall not pay interest on capital contributions of any Venturer.","Joint Venture Agreement",70,"https://templates.business-in-a-box.com/imgs/1000px/joint-venture-agreement-D889.png","https://templates.business-in-a-box.com/imgs/250px/889.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#889.xml",{"title":6,"description":6},[168,169],{"label":31,"url":96},{"label":31,"url":96},"joint venture agreement","/template/joint-venture-agreement-D889",false,{"seo":174,"reviewer":186,"legal_disclaimer":172,"quick_facts":190,"at_a_glance":192,"personas":196,"variants":217,"glossary":242,"fields":273,"how_to_fill":324,"common_mistakes":360,"faqs":377,"industries":405,"comparisons":422,"diy_vs_pro":437,"related_template_ids_curated":450,"schema":461,"classification":463},{"meta_title":175,"meta_description":176,"primary_keyword":177,"secondary_keywords":178},"Multimedia & Technology Licensing Agreement Checklist Template (Free Word)","Free checklist for drafting a multimedia and technology licensing agreement. Covers scope, royalties, IP ownership, termination, and compliance. Free Word and PDF download.","multimedia and technology licensing agreement checklist",[179,180,181,182,183,184,185],"technology licensing checklist template","multimedia license agreement checklist","software licensing agreement checklist","IP licensing checklist","technology licensing template free","multimedia licensing agreement template word","licensing agreement drafting checklist",{"name":187,"credential":188,"reviewed_date":189},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":191,"legal_review_recommended":172,"signature_required":172},"easy",{"what_it_is":193,"when_you_need_it":194,"whats_inside":195},"A Multimedia and Technology Licensing Agreement Checklist is a structured form that guides drafters through every key provision needed in a licensing deal covering software, digital media, or technology assets. This free Word download lists each clause category with checkboxes and notes fields so no critical term is missed before the agreement is signed.\n","Use it whenever you are preparing, reviewing, or negotiating a licensing agreement that covers software, digital content, streaming media, mobile applications, or any proprietary technology. It is equally useful for the licensor confirming their protections are intact and the licensee confirming the rights they need are clearly granted.\n","Checklist items covering parties and grant of rights, scope and restrictions, royalties and payment terms, IP ownership and warranties, confidentiality, termination triggers, audit rights, and governing law. Each item includes a notes field for deal-specific details.\n",[197,201,205,209,213],{"title":198,"use_case":199,"icon_asset_id":200},"Software vendors","Confirming every commercial license term is addressed before distribution","persona-software-vendor",{"title":202,"use_case":203,"icon_asset_id":204},"Media and content publishers","Verifying rights scope for digital content licensed to third-party platforms","persona-content-creator",{"title":206,"use_case":207,"icon_asset_id":208},"In-house legal counsel","Standardizing the drafting review process across multiple licensing deals","persona-legal-counsel",{"title":210,"use_case":211,"icon_asset_id":212},"Startup founders","Checking that their first technology licensing deal covers IP ownership and restrictions","persona-startup-founder",{"title":214,"use_case":215,"icon_asset_id":216},"Procurement managers","Reviewing inbound technology licenses before committing to vendor terms","persona-procurement-manager",[218,222,226,230,234,238],{"situation":219,"recommended_template":220,"slug":221},"Licensing proprietary software to a single commercial customer","Software License Agreement","software-license-agreement-D12928",{"situation":223,"recommended_template":224,"slug":225},"Granting rights to use branded multimedia content across channels","Multimedia Licensing Agreement","checklist-drafting-multimedia-and-technology-licensing-agreement-D5177",{"situation":227,"recommended_template":228,"slug":229},"Licensing technology to a manufacturer for product integration","Technology License Agreement","technology-licensing-agreement-D13434",{"situation":231,"recommended_template":232,"slug":233},"Allowing a third party to resell or sublicense your software","Software Reseller Agreement","software-distribution-agreement-D804",{"situation":235,"recommended_template":236,"slug":237},"Granting an exclusive territory license for a tech platform","Exclusive License Agreement","license-agreement-nontransferable-and-non-exclusive-license-D1022",{"situation":239,"recommended_template":240,"slug":241},"Reviewing an existing agreement before renewal or renegotiation","Contract Review Checklist","how-to-review-a-supplier-contract-D12593",[243,246,249,252,255,258,261,264,267,270],{"term":244,"definition":245},"Licensor","The party that owns the intellectual property and grants permission to another party to use it under defined conditions.",{"term":247,"definition":248},"Licensee","The party receiving the right to use the licensed technology or multimedia content under the terms of the agreement.",{"term":250,"definition":251},"Grant of Rights","The specific clause defining what the licensee is allowed to do with the licensed material — including use, reproduction, distribution, and modification rights.",{"term":253,"definition":254},"Scope of License","The boundaries of permitted use, including geographic territory, duration, number of users or seats, and permitted platforms or devices.",{"term":256,"definition":257},"Royalty","A recurring fee paid by the licensee to the licensor, typically calculated as a percentage of revenue or a fixed amount per unit or time period.",{"term":259,"definition":260},"Sublicense","Permission granted by the licensee to a third party to use the licensed IP — only permissible if the agreement explicitly allows it.",{"term":262,"definition":263},"Audit Rights","A clause entitling the licensor to inspect the licensee's records to verify that royalties are being calculated and paid accurately.",{"term":265,"definition":266},"Derivative Work","A new work based on or incorporating the licensed material — the agreement must specify whether the licensee may create derivatives and who owns them.",{"term":268,"definition":269},"Termination for Cause","A provision allowing either party to end the agreement immediately upon specific breaches, such as non-payment or unauthorized sublicensing.",{"term":271,"definition":272},"Indemnification","A clause requiring one party to compensate the other for losses arising from specified events, such as third-party IP infringement claims.",[274,279,284,289,294,299,304,309,314,319],{"name":275,"plain_english":276,"sample_language":277,"common_mistake":278},"Parties and relationship type","Identifies the licensor and licensee by full legal name and describes their relationship — for example, vendor-to-customer or co-developer.","Licensor: [LICENSOR LEGAL NAME], a [STATE] [ENTITY TYPE]. Licensee: [LICENSEE LEGAL NAME], a [STATE] [ENTITY TYPE]. Relationship: [VENDOR / PARTNER / OTHER].","Using trade names instead of registered legal entity names — this can make the agreement unenforceable against the correct legal party.",{"name":280,"plain_english":281,"sample_language":282,"common_mistake":283},"Description of licensed technology or media","Specifies exactly what is being licensed — software product name and version, digital content library, API, or dataset — to avoid scope disputes later.","Licensed Technology: [PRODUCT NAME], Version [X.X], as described in Exhibit A. Licensed Media: [DESCRIPTION OF CONTENT LIBRARY / ASSETS].","Describing the license object too broadly, such as 'all software products,' which can create unintended obligations when the product line expands.",{"name":285,"plain_english":286,"sample_language":287,"common_mistake":288},"Grant of rights and exclusivity","States whether the license is exclusive or non-exclusive, the permitted uses, and whether sublicensing is allowed.","Licensor grants Licensee a [non-exclusive / exclusive] license to [use / reproduce / distribute / display] the Licensed Technology for [PURPOSE] within [TERRITORY]. Sublicensing: [permitted / not permitted].","Omitting the sublicense restriction — without explicit language, courts in some jurisdictions may imply a right to sublicense.",{"name":290,"plain_english":291,"sample_language":292,"common_mistake":293},"Territory and duration","Defines where and for how long the licensee may use the licensed material.","Territory: [WORLDWIDE / COUNTRY / REGION]. Term: [X] years commencing [START DATE], unless earlier terminated. Renewal: [automatic / by written agreement].","Leaving the territory as 'worldwide' when the licensor has existing regional agreements — this creates conflicting obligations.",{"name":295,"plain_english":296,"sample_language":297,"common_mistake":298},"Royalties, fees, and payment schedule","Sets out the upfront license fee, ongoing royalty rate or flat fee, payment frequency, and late-payment consequences.","Upfront Fee: $[AMOUNT] due on execution. Royalty: [X]% of Net Revenue, payable [monthly / quarterly] within [30] days of period close. Late fee: [X]% per month on overdue balances.","Defining 'Net Revenue' without exclusions — leaving out deductions for returns, taxes, and chargebacks routinely causes payment disputes.",{"name":300,"plain_english":301,"sample_language":302,"common_mistake":303},"IP ownership and improvements","Confirms the licensor retains ownership of the base technology and clarifies who owns any improvements, modifications, or derivative works created during the license term.","Licensor retains all right, title, and interest in the Licensed Technology. Improvements developed solely by Licensee: [owned by Licensee / owned by Licensor / jointly owned]. Improvements developed jointly: [specify allocation].","Leaving joint-improvement ownership undefined — joint ownership means either party can exploit the improvement without the other's consent in most jurisdictions.",{"name":305,"plain_english":306,"sample_language":307,"common_mistake":308},"Confidentiality obligations","Prohibits both parties from disclosing non-public information — source code, pricing, customer data — shared during the licensing relationship.","Each party agrees to keep Confidential Information of the other party strictly confidential for [X] years following termination, using at least the same care as it uses for its own confidential information, but no less than reasonable care.","Setting the confidentiality period to match the license term only — trade secrets in licensed software need protection that extends well beyond termination.",{"name":310,"plain_english":311,"sample_language":312,"common_mistake":313},"Audit rights and reporting","Entitles the licensor to audit the licensee's records to verify royalty calculations, and requires the licensee to submit periodic royalty reports.","Licensee shall provide quarterly royalty statements within [30] days of each quarter-end. Licensor may audit Licensee's records upon [30] days' written notice, no more than once per calendar year.","Omitting audit rights entirely on software licenses with usage-based fees — without them, the licensor has no mechanism to verify reported usage.",{"name":315,"plain_english":316,"sample_language":317,"common_mistake":318},"Termination triggers and consequences","Lists the specific events that allow either party to terminate — such as material breach, insolvency, or non-payment — and what happens to the licensee's rights and materials upon termination.","Either party may terminate for material breach upon [30] days' written notice if the breach is not cured. Upon termination, Licensee shall cease all use of the Licensed Technology and certify destruction of all copies within [15] days.","No cure period for non-payment — a missed invoice triggers immediate termination, which courts often find disproportionate and will decline to enforce.",{"name":320,"plain_english":321,"sample_language":322,"common_mistake":323},"Governing law and dispute resolution","Specifies which jurisdiction's law governs the agreement and how disputes are resolved — litigation, arbitration, or mediation.","This Agreement is governed by the laws of [STATE / COUNTRY]. Disputes shall be resolved by [binding arbitration / mediation then litigation] in [CITY, STATE], except claims for injunctive relief.","Choosing a governing law with no connection to either party's location — courts may refuse to apply it, defaulting to the law of the forum where suit is filed.",[325,330,335,340,345,350,355],{"step":326,"title":327,"description":328,"tip":329},1,"Identify the parties and the licensed asset","Enter both parties' full registered legal names and describe the technology or media being licensed with enough specificity to resolve future scope disputes.","Attach a product specification sheet or asset list as an exhibit rather than trying to describe complex technology entirely in the body of the checklist.",{"step":331,"title":332,"description":333,"tip":334},2,"Define exclusivity, territory, and term","Check whether the license is exclusive or non-exclusive, enter the geographic territory, and set a specific start and end date with a renewal mechanism.","If territory is restricted, verify the licensor has no conflicting regional licenses before signing — a quick registry search saves expensive disputes.",{"step":336,"title":337,"description":338,"tip":339},3,"Set the fee structure and payment terms","Enter the upfront fee, royalty rate or flat recurring fee, payment frequency, and the definition of the revenue base the royalty applies to.","Define 'Net Revenue' explicitly — list every deduction (taxes, refunds, platform fees) so both parties calculate the same base.",{"step":341,"title":342,"description":343,"tip":344},4,"Address IP ownership and improvement rights","Confirm the licensor owns the base IP, then explicitly allocate ownership of any improvements or derivative works the licensee may create.","For technology integrations, negotiate a cross-license for joint improvements at the outset — retrofitting this after development begins is costly.",{"step":346,"title":347,"description":348,"tip":349},5,"Complete the confidentiality and audit fields","Set the confidentiality period to extend beyond the license term, and confirm the audit frequency and notice period are reasonable for both parties.","A two-year post-termination confidentiality period is standard for most technology licenses; extend to five years for source code or proprietary algorithms.",{"step":351,"title":352,"description":353,"tip":354},6,"Fill in termination triggers and post-termination obligations","List the specific breach events that trigger termination, set a cure period for each, and describe what the licensee must do with the technology after termination.","Require a written certification of destruction or deletion within 15 days of termination — verbal confirmation is unenforceable.",{"step":356,"title":357,"description":358,"tip":359},7,"Confirm governing law and resolution method","Select the jurisdiction whose law governs, choose arbitration or litigation, and enter the venue city.","Arbitration clauses in technology licenses are enforceable in most jurisdictions and typically resolve faster and more privately than court proceedings.",[361,365,369,373],{"mistake":362,"why_it_matters":363,"fix":364},"Leaving 'Net Revenue' undefined","Both parties calculate royalties from the same base — without an agreed definition, disputes over deductions for taxes, refunds, and platform fees are almost guaranteed.","List every permitted deduction explicitly in the royalty clause and attach a sample calculation as an exhibit.",{"mistake":366,"why_it_matters":367,"fix":368},"No post-termination obligations for the licensee","Without a return-or-destroy clause, the licensee may continue using the technology after the agreement ends, giving the licensor no practical remedy.","Add a clause requiring the licensee to certify in writing that all copies have been deleted or returned within 15 days of termination.",{"mistake":370,"why_it_matters":371,"fix":372},"Omitting audit rights on usage-based licenses","Software and media licenses billed per seat, per API call, or per stream have no self-enforcing mechanism — unreported usage is invisible without an audit right.","Include a right to audit records annually with 30 days' written notice, and add a shortfall-payment clause if the audit reveals underpayment above a threshold.",{"mistake":374,"why_it_matters":375,"fix":376},"Leaving joint improvement ownership unaddressed","In most jurisdictions, joint IP ownership means either co-owner can exploit or license the asset independently — the licensor may lose control of improvements to their own technology.","Explicitly assign joint improvements to one party or require mutual written consent before either party licenses or commercializes jointly developed work.",[378,381,384,387,390,393,396,399,402],{"question":379,"answer":380},"What is a multimedia and technology licensing agreement checklist?","It is a structured form that lists every provision a drafter should address when preparing a licensing agreement for software, digital media, or proprietary technology. Each item covers a key clause category — grant of rights, royalties, IP ownership, termination — with a checkbox and a notes field for deal-specific details. It functions as a quality-control tool, not the agreement itself.\n",{"question":382,"answer":383},"Who should use this checklist?","Software vendors, media publishers, in-house counsel, startup founders, and procurement managers all benefit from it. Licensors use it to confirm their IP protections are intact; licensees use it to verify the rights they need are clearly granted. It is equally useful for reviewing a counterparty's draft as for preparing your own.\n",{"question":385,"answer":386},"Does completing this checklist replace a formal licensing agreement?","No. This checklist is a drafting aid — a prompt to ensure no critical clause is overlooked. The output of the checklist process is a completed, signed licensing agreement. The checklist itself has no legal effect and does not create rights or obligations between the parties.\n",{"question":388,"answer":389},"What is the difference between an exclusive and non-exclusive technology license?","An exclusive license means the licensor cannot grant the same rights to any other party in the defined territory and field of use during the license term — the licensee is the sole authorized user. A non-exclusive license allows the licensor to grant identical rights to multiple licensees simultaneously. Exclusive licenses typically command a higher fee and require careful scope definition to avoid inadvertently blocking the licensor's own use.\n",{"question":391,"answer":392},"What royalty structures are common in technology licensing?","The three most common structures are a percentage of net revenue (5–15% is typical for software), a flat per-unit or per-seat fee, and a combination of an upfront license fee plus a lower ongoing royalty. Usage-based SaaS licensing increasingly uses per-API-call or per-transaction pricing. The right structure depends on how the licensee generates value from the technology and how usage scales over time.\n",{"question":394,"answer":395},"How long should a technology license agreement last?","Most commercial technology licenses run one to three years with an automatic renewal option. Perpetual licenses — common for enterprise software sold as a one-time purchase — have no expiration but typically include termination-for-cause provisions. Shorter initial terms with renewal rights are generally preferable for both parties because they provide a structured opportunity to renegotiate terms as the technology and market evolve.\n",{"question":397,"answer":398},"What happens to the licensee's rights when the agreement terminates?","All licensed rights revert to the licensor immediately upon termination. The licensee must stop using the technology, return or destroy all copies, and provide written certification of destruction within the timeframe specified in the agreement — typically 15 to 30 days. Continuing to use the technology after termination exposes the licensee to an IP infringement claim, which carries significantly higher damages than a contract breach.\n",{"question":400,"answer":401},"Should multimedia and technology licenses include confidentiality clauses?","Yes, and the confidentiality period should extend beyond the license term — not expire with it. Source code, proprietary algorithms, pricing models, and customer data shared during the relationship retain commercial value after the agreement ends. A two-year post-termination period is standard; five years is appropriate for highly sensitive technical IP.\n",{"question":403,"answer":404},"Do I need a lawyer to draft a technology licensing agreement?","For straightforward, lower-value licenses between domestic parties, a high-quality template reviewed against this checklist is often sufficient. Consider engaging a lawyer when the license covers high-value IP, involves cross-border parties, grants exclusivity, or includes complex royalty calculations tied to usage metrics. A one-hour review typically costs $300–$500 and is worthwhile for any deal where the annual license value exceeds $25,000.\n",[406,410,414,418],{"industry":407,"icon_asset_id":408,"specifics":409},"Software and SaaS","industry-saas","Per-seat and usage-based royalty structures, API access scope, version update obligations, and uptime SLA references all require dedicated checklist items.",{"industry":411,"icon_asset_id":412,"specifics":413},"Media and Entertainment","industry-media","Content exclusivity windows, platform-specific distribution rights, synchronization rights for music, and takedown compliance obligations are distinctive to this sector.",{"industry":415,"icon_asset_id":416,"specifics":417},"Healthcare and MedTech","industry-healthtech","HIPAA data-handling obligations, FDA regulatory compliance representations, and clinical validation rights must be addressed alongside standard IP terms.",{"industry":419,"icon_asset_id":420,"specifics":421},"Manufacturing and Industrial Tech","industry-manufacturing","Embedded firmware licenses, field-of-use restrictions by product category, and manufacturing volume royalty tiers are commonly negotiated in this sector.",[423,426,429,433],{"vs":228,"vs_template_id":424,"summary":425},"technology-license-agreement-D5175","A Technology License Agreement is the binding legal document that creates rights and obligations between the parties. This checklist is the drafting tool used to ensure that agreement is complete before it is signed. Use the checklist during preparation and negotiation; the signed agreement is the operative document.",{"vs":220,"vs_template_id":427,"summary":428},"D{SOFTWARE_LICENSE_ID}","A Software License Agreement governs the right to use a specific software product and is the final executed contract. This checklist applies to any technology or multimedia license, including software, and guides the drafter through every clause the agreement should contain before execution.",{"vs":430,"vs_template_id":431,"summary":432},"Non-Disclosure Agreement","non-disclosure-agreement-nda-D12692","An NDA protects confidential information shared during discussions but does not grant any rights to use technology or media. A technology licensing agreement — guided by this checklist — goes further by granting defined use rights, setting royalty terms, and allocating IP ownership. The two documents often operate together: an NDA during negotiations, then the license agreement at execution.",{"vs":434,"vs_template_id":435,"summary":436},"IP Assignment Agreement","D{IP_ASSIGNMENT_ID}","An IP Assignment Agreement permanently transfers ownership of intellectual property from one party to another. A license agreement grants usage rights while the licensor retains ownership. Use an assignment when you intend to sell the IP outright; use a license — drafted with this checklist — when you want to retain ownership and generate ongoing royalty income.",{"use_template":438,"template_plus_review":442,"custom_drafted":446},{"best_for":439,"cost":440,"time":441},"Founders and small business teams preparing or reviewing standard technology licenses under $25,000 annual value","Free","30–60 minutes per agreement review",{"best_for":443,"cost":444,"time":445},"Licenses involving exclusivity, cross-border parties, or usage-based royalties above $25,000 annually","$300–$600 for a one-hour lawyer review","1–3 days",{"best_for":447,"cost":448,"time":449},"High-value exclusive licenses, regulated industries, or complex multi-party technology co-development arrangements","$1,500–$5,000+","1–3 weeks",[229,431,451,452,453,454,455,456,457,458,459,460],"independent-contractor-agreement-D160","service-agreement-D12711","custom-software-development-agreement-D787","intellectual-property-assignment-D5229","joint-venture-agreement-D889","distribution-agreement-D12544","partnership-agreement-D12551","cease-and-desist-letter-D12916","master-service-agreement-D12657","consulting-agreement---long-D12543",{"emit_how_to":462,"emit_defined_term":462},true,{"primary_folder":96,"secondary_folder":464,"document_type":465,"industry":466,"business_stage":467,"tags":468,"confidence":474},"intellectual-property-and-licensing","checklist","software-and-technology","all-stages",[469,470,471,472,473],"intellectual-property","technology","licensing","agreement-drafting","multimedia",0.92,"\u003Ch2>What is a Checklist for Drafting a Multimedia and Technology Licensing Agreement?\u003C/h2>\n\u003Cp>A \u003Cstrong>Multimedia and Technology Licensing Agreement Drafting Checklist\u003C/strong> is a structured form that guides anyone preparing or reviewing a licensing deal through every clause category the agreement must address — from the grant of rights and royalty structure to IP ownership, confidentiality, audit rights, and termination. It works as a quality-control layer between a blank template and a signed contract, ensuring that no critical provision is skipped, vaguely worded, or internally inconsistent before the parties execute. This free Word download can be completed in under an hour for most standard deals.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Licensing agreements that skip key provisions create disputes that are far more expensive to resolve than the time it takes to complete a checklist. A missing audit-rights clause leaves royalty underpayment invisible. An undefined "Net Revenue" base turns every royalty payment into a negotiation. No post-termination obligation means a licensee can keep using your technology after the agreement ends with no clear remedy. This checklist systematically surfaces every one of these gaps before you sign, reducing the risk of disputes, protecting the licensor's IP, and giving the licensee confidence that the rights they are paying for are clearly and fully documented.\u003C/p>\n",1781186022003]