[{"data":1,"prerenderedAt":519},["ShallowReactive",2],{"document-nft-license-agreement-D13276":3},{"document":4,"label":23,"preview":11,"thumb":24,"thumb600":25,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":26,"breadcrumb":30,"related":36,"customDescModule":174,"customdescription":6,"mdFm":175,"mdProseHtml":518},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":16,"keywords":15},"NFT LICENSE AGREEMENT This NFT License Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [LICENSOR NAME] (the \"Licensor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE] with its head office located at: [COMPLETE ADDRESS] AND: [OWNER NAME] (the \"Owner\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] Collectively, the Licensor and the Owner shall be referred to as the \"Parties.\" WHEREAS, the Owner acknowledges receipt and understanding of this Agreement, and agrees to be bound by its terms. The Owner's acceptance of a digital asset shall be deemed acceptance of these terms and consent to be governed thereby. If the Owner does not agree to be bound by these terms, this license automatically terminates. NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: NFT AND DIGITAL ASSETS \"NFTs\" are non-fungible tokens, ownership of which is registered on a blockchain. An NFT sold or otherwise transferred to the Owner pursuant to this Agreement shall be a \"Digital Asset.\" The Digital Asset(s) are associated with digital objects (which may include images and/or other digital works) (\"Digital Object(s)\"). As detailed below, the Owner may own a Digital Asset, but shall have only a limited license to the Digital Object(s), subject to the terms and conditions set forth herein. Purchase of the [SPECIFY NAME OF NFT] Asset (the \"Main Asset\") may entitle the purchaser to one or more other, similar Digital Asset(s) (the \"Replica(s)\"), where each such Replica is based on the Main Asset but will be customized for use on a designated platform (the \"Platform\"). For the avoidance of doubt, the term \"Digital Asset(s),\" as used herein, includes both the Main Asset and the Replica(s). The Digital Object(s) are subject to copyright and other intellectual property protections, which rights are and shall remain owned by the Licensor or third parties. LICENSES Main Asset. Upon a valid transfer of the Main Asset to the Owner, the Licensor hereby grants the Owner a limited, transferable, non-sub licensable, royalty-free license to use, publish and display the Digital Object(s) associated with the Main Asset during the Term, subject to the Owner's compliance with the terms and conditions set forth herein, including without limitation, the restrictions in this Agreement, solely for the following purposes: (a) for their own personal, non-commercial use; or (ii) to display the Main Asset for resale. Upon expiration of the Term or breach of any conditions of this NFT License Agreement by the Owner, all license rights shall immediately terminate. Replica(s). Upon a valid transfer of a Replica to the Owner, the Licensor hereby grants the Owner a limited, transferable, non-sub licensable, royalty-free license to use, publish and display the Digital Object(s) associated with such Replica on the Platform for which the Replica is designed, during the Term, subject to the Owner's compliance with the terms and conditions set forth herein, including without limitation, the restrictions in this Agreement, solely for the following purposes: for their own personal, non-commercial use; or to display the Replica for purposes of resale. Upon expiration of the Term or breach of any conditions of this NFT License Agreement by the Owner, all license rights shall immediately terminate. RESTRICTIONS The Digital Object(s) provided pursuant to this NFT License Agreement are licensed, not sold, and the Owner receives no title to or ownership of the Digital Object(s) or the intellectual property rights therein. Except for the license expressly set forth herein, no other rights (express or implied) to the Digital Object(s) are granted. The Licensor reserves all rights not expressly granted. Without limiting the generality of the foregoing, the Owner shall not: copy, modify, create derivative works from, or distribute the Digital Object(s); display the Digital Object(s) other than as expressly licensed in this Agreement; use the Digital Asset(s) or Digital Object(s) to advertise, market or sell a product and/or service; incorporate the Digital Asset(s) or Digital Object(s) in videos or other media; or sell merchandise incorporating the Digital Asset(s) or Digital Object(s). The Owner shall not sell or otherwise transfer the Digital Asset(s) if the license granted in this Agreement is expired or terminated for any reason. Upon a permitted transfer of ownership of the Digital Asset(s) by the Owner to a third party, the license to the Digital Object(s) associated therewith shall be transferable solely subject to the terms and conditions set forth in this Agreement, and the Owner's license to such Digital Object(s) terminates immediately upon transfer to such third party. Upon a non-permitted transfer of ownership of the Digital Asset(s) by the Owner to a third party, the Owner's license to the Digital Object(s) associated therewith terminates immediately, and any purported transfer of the license to such Digital Object(s) to such third party shall be void. The Owner agrees not to: remove any copyright or other legal notices associated with the Digital Asset(s) or Digital Object(s); or remove or alter any metadata of the Digital Asset(s), including without limitation, any link or other reference to license information. Failure to comply with the conditions set forth in Sections 2 and 3 constitutes a material breach. INTELLECTUAL PROPERTY RIGHTS The Owner acknowledges and agrees that the Licensor owns all legal right, title and interest in and to all elements of the Digital Asset(s). The Owner acknowledges that the Digital Asset(s) are protected by, as applicable, copyright, patent, or trademark laws or other relevant intellectual property and proprietary rights. Except as expressly set forth in this Agreement, the Licensor retains all right, title, and interest in and to any intellectual property rights in the Digital Asset(s). The Owner does not have a right to use any trademarks or logos owned by the Licensor. REPLICAS The Owner understands and agrees that the Licensor has no control over, and shall have no liability for, the Replicas. The Owner understands and agrees that the Platforms and/or the Replica(s) may be unavailable or cease to exist at any time. DISCLAIMER The Licensor makes no warranties, either express or implied, including without limitation any implied warranty of merchantability, non-infringement or fitness for a particular purpose. The Owner understands and accepts the risks of blockchain technology. Without limiting the generality of the foregoing, the Licensor does not warrant that the Digital Asset(s) or Digital Object(s) will perform without error. Further, the Licensor provides no warranty regarding, and will have no responsibility for, any claim arising out of: (i) a modification of the Digital Asset(s) or Digital Object(s) made by anyone other than the Licensor, unless the Licensor approves such modification in writing; (ii) the Owner's misuse of or misrepresentation regarding the Digital Asset(s) or Digital Object(s); or (iii) any technology, including without limitation, any Replica or Platform, that fails to perform or ceases to exist. The Licensor shall not be obligated to provide any support to the Owner or any subsequent owner of the Digital Asset(s). LIMITATION OF LIABILITY The Licensor's cumulative liability for all claims arising out of or related to this NFT License Agreement will not exceed the amount the Owner paid to the Licensor for the Digital Asset(s). In no event will the Licensor be liable for lost profits or loss of business or for any consequential, indirect, special, incidental, or punitive damages arising out of or related to this NFT License Agreement.",null,"NFT License Agreement","6",513,"doc","https://templates.business-in-a-box.com/imgs/1000px/nft-license-agreement-D13276.png","https://templates.business-in-a-box.com/imgs/250px/13276.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13276.xml",{"title":15,"description":6},"nft license agreement",[17,20],{"label":18,"url":19},"Legal Agreements","/templates/business-legal-agreements/",{"label":21,"url":22},"Incorporation Agreements","/templates/incorporation-agreement/","NFT License Agreement Template","https://templates.business-in-a-box.com/imgs/400px/13276.png","https://templates.business-in-a-box.com/imgs/600px/13276.png",[27,17,20],{"label":28,"url":29},"Templates","/templates/",[31,32,33],{"label":28,"url":29},{"label":18,"url":19},{"label":34,"url":35},"Intellectual Property & Licensing","/templates/intellectual-property-and-licensing/",[37,41,45,49,53,57,61,65,69,73,77,81,85,100,116,130,145,158],{"label":38,"url":39,"thumb":40,"extension":10},"License Agreement","/template/license-agreement-D1180","https://templates.business-in-a-box.com/imgs/250px/1180.png",{"label":42,"url":43,"thumb":44,"extension":10},"API License Agreement","/template/api-license-agreement-D12726","https://templates.business-in-a-box.com/imgs/250px/12726.png",{"label":46,"url":47,"thumb":48,"extension":10},"Copyright License Agreement","/template/copyright-license-agreement-D12742","https://templates.business-in-a-box.com/imgs/250px/12742.png",{"label":50,"url":51,"thumb":52,"extension":10},"Manufacturing License Agreement","/template/manufacturing-license-agreement-D13844","https://templates.business-in-a-box.com/imgs/250px/13844.png",{"label":54,"url":55,"thumb":56,"extension":10},"SaaS License Agreement","/template/saas-license-agreement-D12858","https://templates.business-in-a-box.com/imgs/250px/12858.png",{"label":58,"url":59,"thumb":60,"extension":10},"Software License Agreement","/template/software-license-agreement-D12928","https://templates.business-in-a-box.com/imgs/250px/12928.png",{"label":62,"url":63,"thumb":64,"extension":10},"Video License Agreement","/template/video-license-agreement-D12743","https://templates.business-in-a-box.com/imgs/250px/12743.png",{"label":66,"url":67,"thumb":68,"extension":10},"License Agreement NonTransferable and Non Exclusive License","/template/license-agreement-nontransferable-and-non-exclusive-license-D1022","https://templates.business-in-a-box.com/imgs/250px/1022.png",{"label":70,"url":71,"thumb":72,"extension":10},"End User License Agreement","/template/end-user-license-agreement-D13011","https://templates.business-in-a-box.com/imgs/250px/13011.png",{"label":74,"url":75,"thumb":76,"extension":10},"Intellectual Property License Agreement","/template/intellectual-property-license-agreement-D13718","https://templates.business-in-a-box.com/imgs/250px/13718.png",{"label":78,"url":79,"thumb":80,"extension":10},"License Agreement Long Form","/template/license-agreement-long-form-D1020","https://templates.business-in-a-box.com/imgs/250px/1020.png",{"label":82,"url":83,"thumb":84,"extension":10},"License Agreement Short Form","/template/license-agreement-short-form-D1027","https://templates.business-in-a-box.com/imgs/250px/1027.png",{"description":86,"descriptionCustom":6,"label":87,"pages":8,"size":9,"extension":10,"preview":88,"thumb":89,"svgFrame":90,"seoMetadata":91,"parents":93,"keywords":92,"url":99},"TECHNOLOGY LICENSING AGREEMENT This Technology License Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [NAME OF LICENSOR], (the \"Licensor\"), an individual with their main address located at OR a Company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [NAME OF LICENSEE], (the \"Licensee\"), an individual with their main address located at OR a Company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] Collectively, the Licensor and Licensee shall be referred to as the \"Parties.\" WHEREAS, the Licensor is the owner of certain Technology, the details of which are further mentioned in the Agreement, and it deploys that Technology to manufacture Equipment; WHEREAS, the Licensee wishes to make use of the Equipment constructed and manufactured by the Licensor in lieu of certain considerations and thus intends to obtain a license of use of such Equipment of the Licensor, manufactured by it, by deploying the Technology created and owned by the Licensor; WHEREAS, the Licensor has agreed to grant the Licensee the License to use the Equipment owned, constructed and developed by the Licensor in lieu of certain considerations. WHEREAS, both the Parties wish to enter into a written contract in order to enlist the various terms and conditions of the Agreement. NOW, THEREFORE, the Parties agree as follows: DEFINITIONS The \"Technology\" means any and all proprietary processes, inventions, software, hardware, discoveries, technology, equipment, tools, drawings, designs, prototypes, plans, specifications, materials, trade secrets, know-how, standards, documentation, applications, methods, techniques, formulae, protocols, analyses, information and data in any form (whether or not patentable or copyrightable), and any and all other intellectual property or proprietary information, that presently exists or is developed prior to, on or after the date of execution of this Agreement relating in any way to the Licensor's technology. \"Equipment\" means the equipment that comprises of the hardware and software Technology invented by the Licensor as specified in Schedule 1, as amended from time to time by the written agreement of the Parties. \"Documentation\" means any documentation supplied to the Licensee by the Licensor from time to time during the continuation of this Agreement and which relates to the Licensed Technology. \"Intellectual Property Rights\" means the patents, trademarks, service marks, registered designs and applications for any of the foregoing, copyright, know-how confidential information, trade or business names, design rights and any other similar rights protected in any country. SCOPE The scope of the present Agreement is that the Licensor is the owner of certain Technology and the Licensee wishes to obtain a license to use this Technology by installation of the Equipment at the site of the Licensee. The Licensee shall pay an upfront fee and a monthly fee for the Equipment that shall be installed at the site of the Licensee deploying the Technology licensed by the Licensor. TERM The term of this Agreement will be [NUMBER OF YEARS] years as from the above date of the Agreement. GRANT OF LICENSE AND RIGHTS The Licensor grants to the Licensee a non-exclusive, nontransferable, non-sub licensable, personal license (\"License\"), limited right and license to use the Licensor's Technology and Equipment to [STATE PURPOSE] (hereinafter referred to as \"Purpose\"). The rights granted herein are assigned to the Licensee and the Licensee shall not assign its right to any third party. REPRESENTATION AND WARRANTIES OF LICENSEE The Licensee represents and warrants that it has full capacity to enter into and perform this Contract. The Licensee represents and warrants that it shall use the license and rights granted to it under Section 4 of the present Agreement only for the Purpose stipulated under the present Agreement. The Licensee shall keep the Equipment in proper condition and perform scheduled maintenance as instructed by the Licensor. The Licensee shall use the Equipment only in the manner as guided by the Licensor and shall maintain the Equipment in a workable manner. The Licensee shall pay timely payments of the fees as stated in Section 8 of the present Agreement. The Licensee shall bear the cost of maintenance of the Equipment or its parts post the expiration of the period of the warranty. REPRESENTATION AND WARRANTIES OF LICENSOR The Licensor warrants and represents that it is the rightful owner of the Intellectual Property Rights and has authority to grant the License as mentioned in Section 4 of the Agreement. The Licensor warrants and represents that it shall assist the Licensee in any claim that arises out of the use of the granted License and rights. The Licensor warrants that it shall assist the Licensee in operating the Equipment properly by making it acquainted with the operational systems and work flow. RELATIONSHIP It is understood by both the Parties that nothing in this Agreement will be construed as creating a relationship of partnership, joint venture, agency or employment between the Parties. PAYMENT ","Technology Licensing Agreement","https://templates.business-in-a-box.com/imgs/1000px/technology-licensing-agreement-D13434.png","https://templates.business-in-a-box.com/imgs/250px/13434.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13434.xml",{"title":92,"description":6},"technology licensing agreement",[94,96],{"label":18,"url":95},"business-legal-agreements",{"label":97,"url":98},"License Agreements","license-agreement","/template/technology-licensing-agreement-D13434",{"description":101,"descriptionCustom":6,"label":102,"pages":103,"size":104,"extension":10,"preview":105,"thumb":106,"svgFrame":107,"seoMetadata":108,"parents":109,"keywords":114,"url":115},"TRADEMARK LICENSE AND ROYALTY AGREEMENT This Trademark License and Royalty Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Licensor\"), 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 \"Licensee\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS the Licensor is the owner of the [COUNTRY] rights to those trade marks (\"Marks\") listed in Schedule \"A\"; AND WHEREAS the Licensor and the Licensee have entered into an agreement of even date (the \"Asset Purchase Agreement\") pursuant to which the Licensor has sold to the Licensee and the Licensee has purchased from the Licensor all the assets of the [NUMBER] centers currently operated by the Licensor in the Province of [STATE/PROVINCE] (the \"Licensor\"); WHEREAS, as part of the said transaction, the Licensor has agreed to grant to the Licensee the right to use the Marks in the Province of [STATE/PROVINCE] for a period of [NUMBER] years from the date hereof and to permit the Licensee to use the \"Licensor\" name jointly with its \"[COMPANY NAME]\" brand name on the [COMPANY NAME] as well as on the [NUMBER] [COMPANY NAME] shops currently owned and operated by the Licensee (the \"[COMPANY NAME]\"), as well as any new centers opened and operated by the Licensee in the Province of [STATE/PROVINCE] under one or both of the \"[COMPANY NAME]\" and \"[COMPANY NAME]\" names (the \"[COMPANY NAME]\"), in consideration of the payment by the Licensee to the Licensor of the royalties hereinafter stipulated, the whole upon the terms and conditions hereinafter set forth; NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the mutual covenants herein, the parties agree as follows: WHEREAS, as part of the said transaction, the Licensor has agreed to grant to the Licensee the right to use the Marks in the [STATE/PROVINCE] for a period of ten (10) years from the date hereof and to permit the Licensee to use the [SPECIFY] name jointly with its [SPECIFY] brand name on the [SPECIFY] Centers as well as on the [NUMBER] of [SPECIFY] shops currently owned and operated by the Licensee, as well as any new centers opened and operated by the Licensee in the [STATE/PROVINCE] under one or both of the [SPECIFY] and [SPECIFY] names, in consideration of the payment by the Licensee to the Licensor of the royalties hereinafter stipulated, the whole upon the terms and conditions hereinafter set forth; DEFINITIONS AND INTERPRETATION In this Agreement the following terms shall have the following meanings: Definitions \"Affiliate\" has the meaning given to \"affiliated body corporate\" by the [COUNTRY] Business Corporations [ACT/LAW/RULE]. \"Centers\" means, collectively, the Licensor, [COMPANY NAME] and [COMPANY NAME], as each such term is defined in the preamble hereto. \"Gross Sales\" for any period means the total of all amounts directly or indirectly received or receivable during that period by the Centres (whether evidenced by cash, check, credit card or otherwise in any manner) from the sale of goods or the provision of services by the Centres, together with all other income generated during that period from all other business of any nature conducted at or originating from the Centres and all proceeds received by the Licensee during that period from any business interruption insurance in respect of the Centres. Gross Sales does not, however, include the amount of any provincial retail sales-tax or other direct tax imposed by any duly constituted governmental authority on the sale of goods or services which is required to be collected at the point of sale from the customer by the Licensee as agent for such authority. \"Marks\" means the trade marks, trade names, design marks and other commercial symbols listed in Schedule \"A\" and all other trade names, trade marks, design marks and commercial symbols which the Licensor may from time to time designate for use in the operation of the Centres. \"Notice\" means written notice given in accordance with Section 15. Extended Meanings Words importing the singular number include the plural and vice versa and words importing the masculine gender include the feminine and neuter genders. Interpretation Not Affected by Headings The division of this Agreement into articles and insertion of headings is for convenience and reference only and shall not affect the construction or interpretation of this Agreement. Governing Law This Agreement shall be governed by, and construed and enforced in accordance with, the [YOUR COUNTRY LAW] of the Province of [STATE/PROVINCE] without regard to its conflicts of [YOUR COUNTRY LAW] rules. In the event that this Agreement is sought to be enforced in any jurisdiction other than the Province of [STATE/PROVINCE], the parties intend that the court of such jurisdiction shall apply [STATE/PROVINCE] [YOUR COUNTRY LAW]. Where actions or proceedings are instituted in a court of a jurisdiction other than [STATE/PROVINCE], the rules of procedure and process of such claims shall be those of said jurisdiction other than [STATE/PROVINCE] notwithstanding that the Agreement shall be interpreted in accordance with the [YOUR COUNTRY LAW] of [STATE/PROVINCE] without regard to its conflict of [YOUR COUNTRY LAW] rules. Any legal action or proceeding with respect to this Agreement and any action for enforcement of any judgment in respect thereof may be brought in the courts of the Province of [STATE/PROVINCE] or of any other province of [COUNTRY] and, by execution and delivery of this Agreement, each of the parties hereto hereby accepts for itself and in respect of its property, generally and unconditionally, the non-exclusive jurisdiction of the aforesaid courts. Each of the parties hereto irrevocably consents to the service of process out of any of the aforementioned courts in any action or proceeding by the mailing of copies thereof by registered or certified mail, postage prepaid, to the parties hereto at their respective addresses set forth in Section 15 hereof. Each of the parties hereto hereby irrevocably waives any objection which it may now or hereafter have to the laying of venue of any of the aforesaid actions or proceedings arising out of or in connection with this Agreement brought in the courts referred to above and hereby further irrevocably waives and agrees not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum. Funds All amounts referred to in this Agreement are in the lawful money of [COUNTRY], unless otherwise stated. Financial Documents All calculations and financial documents required to be made or produced under or pursuant to this Agreement shall be made or produced in accordance with generally accepted accounting principles which are from time to time approved by the [COUNTRY] Institute of Chartered Accountants as set forth in the publication known as the [SPECIFY] and applicable as at the date on which any calculation or financial document is required to be made or produced, save and except as may be specifically provided herein. Severability If any provision of this Agreement shall be held invalid or unenforceable in any jurisdiction, such invalidity or unenforceability shall attach only to such provision in such jurisdiction and shall not in any manner affect or render invalid or unenforceable such provision in any other jurisdiction or any other provision of this Agreement in any jurisdiction. Business Day In the event that any action to be taken hereunder falls on a day, which is not a Business Day, then such action shall be taken on the next succeeding Business Day. Preamble The preamble forms an integral part of this Agreement. 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BETWEEN: [ASSIGNOR NAME] (the \"Assignor\"), a corporation organized and existing under the laws of the [STATE/PROVINCE], with its head office located at: AND: [ASSIGNEE NAME] (the \"Assignee\"), a corporation organized and existing under the laws of the [STATE/PROVINCE], with its head office located at: WHEREAS, Assignor, has authored certain works which are described in Exhibit A (the \"Works\"); and WHEREAS, Assignee, wishes to acquire the entire rights, title, and interest in all of the Works. NOW, the parties agree as follows: Assignment Assignor does hereby irrevocably assign to Assignee all rights, title, and interest (including but not limited to, the copyright, all rights to prepare derivative works, all goodwill and all moral rights), in and to the Works. Consideration In consideration for the assignment set forth in Section 1, Assignor shall pay Assignee the sum of [amount], payable on [Date]. Representations and Warranties Assignor represents and warrants to Assignee: (a) Assignor has the right, power and authority to enter into this Agreement; (b) Assignor is the exclusive owner of all right, title and interest, including all intellectual property rights, in the Works; (c) The Works are free of any liens, security interests, encumbrances or licenses; (d) The Works do not infringe the rights of any person or entity; (e) There are no claims, pending or threatened, with respect to Assignor's rights in the Works; (f) This Agreement is valid, binding and enforceable in accordance with its terms; and (g) Assignor is not subject to any agreement, judgment or order inconsistent with the terms of this Agreement. (h) the Assignee can register and dispose of the copyright in the Work in the Assignee's own name. 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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","3","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":138,"description":6},"non disclosure agreement nda",[140,141],{"label":18,"url":95},{"label":142,"url":143},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":146,"descriptionCustom":6,"label":147,"pages":8,"size":9,"extension":10,"preview":148,"thumb":149,"svgFrame":150,"seoMetadata":151,"parents":153,"keywords":156,"url":157},"Terms and Conditions Welcome to [COMPANY NAME]. Thanks for using our products and services (\"Services\"). The Services are provided by [COMPANY NAME] (\"COMPANY NAME\"), located at [ADRESSE, CITY, STATE, COUNTRY] By using our Services, you are agreeing to these terms. Please read these Terms and Conditions (\"Terms\", \"Terms and Conditions\") carefully before using the http://www.[YOURWEBSITE].com website and the mobile application (the \"Service\") operated by [COMPANY NAME] (\"us\", \"we\", or \"our\"). Our Services are very diverse, so sometimes additional terms or product requirements (including age requirements) may apply. Additional terms will be available with the relevant Services, and those additional terms become part of your agreement with us if you use those Services. Terminology The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer notice, and any or all Agreements: \"Client\", \"You\" and \"Your\" refer to you, the person accessing this website and accepting the Company's terms and conditions. \"The Company\", \"Ourselves\", \"We\" and \"Us\" refer to our Company. \"Party\", \"Parties\" or \"Us\" refers to both the Customer and ourselves, or either the Customer or ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner, whether through formal meetings of a fixed duration, or by any other means, with the express purpose of meeting the Client's needs in terms of providing the Company's declared services / products, in accordance with and subject to applicable US laws. Any use of the above terminology or other words in the singular, plural, capital letters and/or plural, and/or these terms, is considered interchangeable and therefore a reference to them. Using our Services You must follow any policies made available to you within the Services. Don't misuse our Services. For example, don't interfere with our Services or try to access them using a method other than the interface and the instructions that we provide. You may use our Services only as permitted by law, including applicable export and re-export control laws and regulations. We may suspend or stop providing our Services to you if you do not comply with our terms or policies or if we are investigating suspected misconduct. Using our Services does not give you ownership of any intellectual property rights in our Services or the content you access. You may not use content from our Services unless you obtain permission from its owner or are otherwise permitted by law. These terms do not grant you the right to use any branding or logos used in our Services. Don't remove, obscure, or alter any legal notices displayed in or along with our Services. In connection with your use of the Services, we may send you service announcements, administrative messages, and other information. You may opt out of some of those communications. Some of our Services are available on mobile devices. Do not use such Services in a way that distracts you and prevents you from obeying traffic or safety laws. Privacy Statement We are committed to protecting your privacy. [COMPANY NAME]'s privacy policies explain how we treat your personal data and protect your privacy when you use our Services. By using our Services, you agree that [COMPANY NAME] can use such data in accordance with our privacy policies. Only authorized employees within the company who, in the course of their duties, can access and use information collected from individual customers. We are constantly reviewing our systems and data to ensure the best possible service to our customers. Government authorities have created specific offences for unauthorized actions against computer systems and data. We will investigate such actions with a view to bringing legal action and/or civil action for damages against those responsible. Purchases If you wish to purchase any product or service made available through the Service (\"Purchase\"), you may be asked to supply certain information relevant to your Purchase including, without limitation, your [SPECIFY]. Subscriptions Some parts of the Service are billed on a subscription basis (\"Subscription(s)\"). You will be billed in advance on a recurring [SPECIFY]. Software in our Services When a Service requires or includes downloadable software, this software may update automatically on your device once a new version or feature is available. Some Services may let you adjust your automatic update settings. [COMPANY NAME] gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by [COMPANY NAME] as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by [COMPANY NAME], in the manner permitted by these terms. You may not copy, modify, distribute, sell, or lease any part of our Services or included software, nor may you reverse engineer or attempt to extract the source code of that software, unless laws prohibit those restrictions or you have our written permission. Disclaimer Exclusions and Limitations The information contained on this website is provided on an \" as is \" basis. To the fullest extent permitted by law, this company: excludes all representations and warranties with respect to this website and its content or that are or may be provided by affiliates or any other third party, including with respect to any inaccuracy or omission in this website and/or the Company's documentation; and excludes any liability for damages arising out of or in connection with your use of this website. [COMPANY NAME], and [COMPANY NAME]'s suppliers and distributors, will not be responsible for lost profits, revenues, or data, financial losses or indirect, special, consequential, exemplary, punitive damages or damage caused to your computer, computer software, systems and programs and data relating thereto or any other direct or indirect, consequential or incidental damages. Liability for our Services To the extent permitted by law, the total liability of [COMPANY NAME], and its suppliers and distributors, for any claims under these terms, including for any implied warranties, is limited to the amount you paid us to use the Services. In all cases, [COMPANY NAME], and its suppliers and distributors, will not be liable for any loss or damage that is not reasonably foreseeable. However, this company does not exclude liability for death or personal injury caused by its negligence. The above exclusions and limitations apply only to the extent permitted by law. We recognize that in some countries, you might have legal rights as a consumer. None of your legal rights as a consumer are affected waived by contract. Business uses of our Services If you are using our Services on behalf of a business, that business accepts these terms","Terms And Conditions","https://templates.business-in-a-box.com/imgs/1000px/terms-and-conditions-D12667.png","https://templates.business-in-a-box.com/imgs/250px/12667.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12667.xml",{"title":152,"description":6},"terms and conditions",[154,155],{"label":18,"url":95},{"label":18,"url":95},"terms conditions","/template/terms-and-conditions-D12667",{"description":159,"descriptionCustom":6,"label":160,"pages":161,"size":162,"extension":10,"preview":163,"thumb":164,"svgFrame":165,"seoMetadata":166,"parents":167,"keywords":172,"url":173},"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},[168,169],{"label":18,"url":95},{"label":170,"url":171},"Transfer & Assignment Agreements","transfer-assignment-agreement","intellectual property assignment","/template/intellectual-property-assignment-D5229",false,{"seo":176,"reviewer":188,"quick_facts":192,"at_a_glance":195,"personas":199,"variants":224,"glossary":251,"clauses":285,"how_to_fill":336,"common_mistakes":377,"faqs":402,"industries":430,"comparisons":447,"diy_vs_lawyer":461,"jurisdictions":474,"related_template_ids_curated":495,"schema":506,"classification":507},{"meta_title":177,"meta_description":178,"primary_keyword":179,"secondary_keywords":180},"NFT License Agreement Template (Free Word)","Free NFT license agreement template defining buyer rights, royalties, IP ownership, and usage restrictions. Used in 190+ countries. Free Word and PDF download.","nft license agreement template",[15,181,182,183,184,185,186,187],"nft licensing agreement template","nft intellectual property agreement","nft buyer rights template","nft creator agreement template","digital asset license agreement","nft royalty agreement template","nft terms and conditions template",{"name":189,"credential":190,"reviewed_date":191},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":193,"legal_review_recommended":194,"signature_required":194},"advanced",true,{"what_it_is":196,"when_you_need_it":197,"whats_inside":198},"An NFT License Agreement is a legally binding contract between a digital asset creator and a buyer that defines exactly which rights are transferred when an NFT changes hands. This free Word download lets you specify permitted uses, royalty obligations, IP ownership, sublicensing rights, and enforcement mechanisms — then export as PDF and attach it on-chain or deliver it off-chain at point of sale.\n","Use it whenever you mint and sell an NFT tied to original artwork, music, video, or other creative content and need to define what the buyer may and may not do with that content. It is equally essential when a buyer acquires an NFT and wants written confirmation of their commercial usage rights before licensing the image for merchandise, advertising, or brand use.\n","Definitions of the NFT and underlying IP, scope of the license granted (personal vs. commercial, exclusive vs. non-exclusive), royalty and secondary-sale terms, prohibited uses, sublicensing rules, creator moral rights, representations and warranties, termination conditions, and governing law.\n",[200,204,208,212,216,220],{"title":201,"use_case":202,"icon_asset_id":203},"Digital artists and illustrators","Defining buyer rights when minting and selling original artwork as NFTs","persona-creative-professional",{"title":205,"use_case":206,"icon_asset_id":207},"Music producers and composers","Licensing audio files attached to NFTs while retaining master and sync rights","persona-content-creator",{"title":209,"use_case":210,"icon_asset_id":211},"NFT marketplace operators","Embedding a standard license framework into platform listing terms","persona-startup-founder",{"title":213,"use_case":214,"icon_asset_id":215},"Brand and IP owners","Authorizing use of trademarked characters or logos in NFT collections","persona-ceo",{"title":217,"use_case":218,"icon_asset_id":219},"Collectors and investors","Confirming commercial usage rights before licensing NFT art for merchandise","persona-small-business-owner",{"title":221,"use_case":222,"icon_asset_id":223},"Game developers and metaverse studios","Issuing in-game asset NFTs with defined interoperability and usage rules","persona-operations-director",[225,229,232,235,239,243,247],{"situation":226,"recommended_template":227,"slug":228},"Granting personal display rights only — no commercial exploitation","NFT Personal Use License Agreement","nft-license-agreement-D13276",{"situation":230,"recommended_template":231,"slug":228},"Allowing buyer to commercialize the NFT artwork on merchandise","NFT Commercial License Agreement",{"situation":233,"recommended_template":234,"slug":228},"Selling NFTs tied to music tracks with sync and performance rights","Music NFT License Agreement",{"situation":236,"recommended_template":237,"slug":238},"Licensing branded IP for a third-party NFT collection","IP License Agreement","ip-license-agreement-D13357",{"situation":240,"recommended_template":241,"slug":242},"Minting NFTs within a game or metaverse platform","Digital Asset License Agreement","asset-purchase-agreement-D928",{"situation":244,"recommended_template":245,"slug":246},"Establishing ongoing royalty splits between collaborating creators","Royalty Agreement","trademark-license-and-royalty-agreement-D970",{"situation":248,"recommended_template":249,"slug":250},"Transferring full copyright ownership rather than a license","Copyright Assignment Agreement","copyright-assignment-D960",[252,255,258,261,264,267,270,273,276,279,282],{"term":253,"definition":254},"NFT (Non-Fungible Token)","A unique cryptographic token recorded on a blockchain that represents ownership of a specific digital or physical asset.",{"term":256,"definition":257},"Underlying IP","The original creative work — image, audio, video, or code — attached to or represented by the NFT, which is legally distinct from the token itself.",{"term":259,"definition":260},"Personal Use License","A license permitting the buyer to display or use the NFT asset privately, without monetizing or distributing it commercially.",{"term":262,"definition":263},"Commercial Use License","A license that permits the buyer to use the NFT asset to generate revenue — for example, on merchandise, advertising, or brand collaborations — typically up to a defined annual revenue cap.",{"term":265,"definition":266},"Smart Contract Royalty","An automated royalty payment encoded in the NFT's smart contract that transfers a percentage of each secondary sale directly to the creator's wallet.",{"term":268,"definition":269},"Moral Rights","The creator's non-economic rights to attribution and to object to distortion or mutilation of their work, recognized in most jurisdictions outside the United States.",{"term":271,"definition":272},"Sublicense","Permission granted by the original licensee to a third party to use the licensed IP, which must be expressly authorized in the license agreement.",{"term":274,"definition":275},"Exclusive License","A license that restricts the licensor from granting the same rights to any other party during the license term.",{"term":277,"definition":278},"Derivative Work","A new creative work based on, incorporating, or adapted from the original NFT artwork, such as an animated version or a physical print.",{"term":280,"definition":281},"Burn","The process of permanently destroying an NFT by sending it to an unspendable wallet address, often triggering termination provisions in the license.",{"term":283,"definition":284},"Minting","The process of publishing a unique digital asset on a blockchain to create a new NFT, recording the creator's address as the original issuer.",[286,291,296,301,306,311,316,321,326,331],{"name":287,"plain_english":288,"sample_language":289,"common_mistake":290},"Definitions and Identified NFT","Identifies the specific NFT by token ID, contract address, and blockchain, and defines the underlying IP asset attached to it.","'NFT' means the non-fungible token identified as Token ID [TOKEN ID] on the [BLOCKCHAIN] blockchain, contract address [CONTRACT ADDRESS], representing the digital artwork titled '[ARTWORK TITLE]' created by [CREATOR NAME] ('Underlying IP').","Describing the NFT only by name or image URL without including the contract address and token ID. Metadata URLs can change; on-chain identifiers cannot, and omitting them creates ambiguity about which asset the license covers.",{"name":292,"plain_english":293,"sample_language":294,"common_mistake":295},"License Grant and Scope","States exactly what the current NFT holder may do with the underlying IP — display, reproduce, modify, sublicense, or commercialize — and whether the rights are exclusive or non-exclusive.","Subject to the terms of this Agreement, Creator grants to the current Holder of the NFT a [non-exclusive / exclusive], worldwide, royalty-free license to display and reproduce the Underlying IP for [personal / commercial] purposes, generating up to $[ANNUAL REVENUE CAP] in gross annual revenue.","Granting a license to 'the buyer' by name rather than to the 'current holder of the NFT.' When the NFT is resold, a name-specific license does not transfer automatically, leaving the new owner with no rights.",{"name":297,"plain_english":298,"sample_language":299,"common_mistake":300},"Commercial Use Rights and Revenue Cap","Specifies whether and how the holder may monetize the NFT artwork — on merchandise, in advertising, or through collaborations — and caps the revenue generated under the license.","Holder may use the Underlying IP to manufacture and sell physical or digital merchandise, provided that gross annual revenues from such use do not exceed $[REVENUE CAP]. Use generating revenues above this threshold requires a separate written commercial license from Creator.","Omitting a revenue cap entirely on commercial licenses. Without one, a holder could build a multi-million-dollar brand on the creator's work for a one-time NFT purchase price.",{"name":302,"plain_english":303,"sample_language":304,"common_mistake":305},"Prohibited Uses","Lists specific uses the holder is not permitted to make, regardless of whether a commercial license is granted.","Holder shall not: (a) use the Underlying IP in connection with hate speech, illegal activity, or content that disparages any individual or group; (b) register the Underlying IP as a trademark; (c) claim authorship of the Underlying IP; or (d) use the Underlying IP in AI training datasets without Creator's prior written consent.","Relying solely on a general 'no offensive use' clause without specifying AI training, trademark registration, and third-party sublicensing as prohibited — all three have become significant real-world disputes in NFT markets.",{"name":307,"plain_english":308,"sample_language":309,"common_mistake":310},"Secondary Sale Royalties","Defines the creator's entitlement to a percentage of each secondary sale price and how it is collected — either through smart contract automation or off-chain payment obligation.","Creator is entitled to receive [X]% of the gross sale price on each secondary transfer of the NFT ('Creator Royalty'). To the extent the applicable marketplace supports on-chain royalty enforcement, Holder acknowledges and consents to automatic deduction. Where not enforced on-chain, Holder agrees to remit the Creator Royalty to [WALLET ADDRESS / PAYMENT METHOD] within [30] days of sale.","Relying exclusively on smart contract royalties with no off-chain payment obligation as a fallback. Marketplaces that have dropped royalty enforcement leave creators with no remedy unless the contract includes an independent payment obligation.",{"name":312,"plain_english":313,"sample_language":314,"common_mistake":315},"Intellectual Property Ownership and Reservation of Rights","Confirms that the creator retains full copyright and IP ownership in the underlying work and that the NFT purchase conveys a license only — not an assignment of copyright.","Creator retains all right, title, and interest in and to the Underlying IP, including all copyright, moral rights, and related rights. This Agreement grants Holder a license only. No copyright or other intellectual property right in the Underlying IP is transferred to Holder by virtue of this Agreement or the purchase of the NFT.","Not including this clause at all, leaving buyers with a reasonable expectation that purchasing the NFT transferred copyright — a misconception that courts have been asked to resolve in favor of creators only when the contract is explicit.",{"name":317,"plain_english":318,"sample_language":319,"common_mistake":320},"Sublicensing and Transfer","States whether the holder may grant sub-licenses to third parties and whether the license automatically transfers to a new holder upon secondary sale of the NFT.","Holder may not sublicense the rights granted herein without Creator's prior written consent. This license automatically transfers to any new Holder upon a valid transfer of the NFT on-chain, subject to the terms of this Agreement, provided that the prior Holder's rights terminate upon such transfer.","Granting sublicensing rights without restrictions. An unlimited sublicense effectively allows the holder to relicense the underlying IP to anyone, circumventing the creator's control over how and where the work appears.",{"name":322,"plain_english":323,"sample_language":324,"common_mistake":325},"Moral Rights and Attribution","Requires the holder to credit the creator when displaying or reproducing the work and prohibits alterations that would harm the creator's reputation.","Holder shall credit Creator as the original author of the Underlying IP in any display or reproduction in the form: '[CREATOR NAME] / [COLLECTION NAME]'. Holder shall not modify, distort, or use the Underlying IP in a manner that is prejudicial to Creator's honor or reputation.","Waiving moral rights entirely in jurisdictions where they cannot be fully waived. In the UK, EU, and Canada, moral rights exist by statute and can only be partially waived — a blanket waiver clause may be unenforceable.",{"name":327,"plain_english":328,"sample_language":329,"common_mistake":330},"Term and Termination","Sets the duration of the license and lists the conditions — breach, loss of NFT ownership, or burn — that cause it to terminate automatically.","This license is effective from the date Holder acquires the NFT and continues until (a) Holder transfers or sells the NFT, (b) Holder burns the NFT, (c) Holder materially breaches this Agreement and fails to cure within [15] days of written notice, or (d) the term expires, if a fixed term is specified in Schedule A.","Failing to specify that the license terminates when the NFT is transferred. Without this clause, a seller who has transferred the NFT may continue to commercially exploit the underlying IP, competing with the new holder's rights.",{"name":332,"plain_english":333,"sample_language":334,"common_mistake":335},"Governing Law and Dispute Resolution","Specifies which jurisdiction's law governs the agreement and how disputes will be resolved — arbitration, mediation, or litigation — and where.","This Agreement is governed by the laws of [STATE / PROVINCE / COUNTRY], without regard to conflict-of-law principles. Any dispute arising under this Agreement shall be resolved by binding arbitration under the rules of [AAA / JAMS / ICC] in [CITY], except that either party may seek injunctive relief in any court of competent jurisdiction.","Selecting a governing jurisdiction with no connection to either party's location or the applicable copyright law. Courts in some jurisdictions decline to enforce choice-of-law clauses that have no rational connection to the parties or the subject matter.",[337,342,347,352,357,362,367,372],{"step":338,"title":339,"description":340,"tip":341},1,"Identify the NFT by on-chain data","Enter the blockchain network, smart contract address, and token ID exactly as they appear on-chain. If the NFT is part of a collection, also include the collection name and edition number.","Copy the contract address directly from the blockchain explorer (Etherscan, Polygonscan) rather than from the marketplace listing — marketplace data can contain errors.",{"step":343,"title":344,"description":345,"tip":346},2,"Define the underlying IP asset","Describe the creative work the NFT represents — artwork title, medium, file format, and dimensions or duration. Include a stable reference URL (IPFS or Arweave) where the asset is hosted.","Use IPFS or Arweave links rather than centralized URLs. Centralized hosting can go offline, making the asset description unverifiable years later.",{"step":348,"title":349,"description":350,"tip":351},3,"Select and document the license scope","Choose between personal use only and commercial use. If granting commercial rights, set a specific annual revenue cap and list the permitted commercial activities — merchandise, advertising, brand collaborations — explicitly.","A tiered structure (personal use included; commercial use up to $50K/year; commercial use above $50K requires a separate agreement) is clearer and more enforceable than open-ended commercial grants.",{"step":353,"title":354,"description":355,"tip":356},4,"List all prohibited uses specifically","Add any use you want to expressly exclude beyond the general grant: AI training datasets, political advertising, adult content, trademark registration, and physical products in regulated categories are all common exclusions.","Draft the prohibited uses list after reviewing what buyers in your market segment have actually done with similar NFT assets — real-world misuse is a better guide than hypothetical risk.",{"step":358,"title":359,"description":360,"tip":361},5,"Set the secondary sale royalty and payment mechanism","State the royalty percentage, the on-chain wallet address for automated collection, and the fallback off-chain payment obligation and deadline for marketplaces that do not enforce smart contract royalties.","5–10% is the current market norm for secondary royalties on digital art NFTs. Set the off-chain payment deadline at 30 days — shorter deadlines create disputes; longer ones reduce practical enforceability.",{"step":363,"title":364,"description":365,"tip":366},6,"Confirm IP ownership reservation","Ensure the template's IP reservation clause explicitly states that copyright is not transferred and that all rights not expressly granted are retained by the creator.","Add a plain-language sentence in addition to the legal clause: 'Buying this NFT does not give you copyright in the artwork.' This reduces buyer support inquiries and misuse claims.",{"step":368,"title":369,"description":370,"tip":371},7,"Set termination triggers and cure periods","Confirm that the license terminates automatically on NFT transfer, burn, or material breach. Set a cure period of 15 days for correctable breaches and specify how notice of breach must be delivered.","Include wallet address transfer as an automatic termination trigger, not just marketplace sales — over-the-counter transfers are common in NFT markets and can otherwise circumvent the termination clause.",{"step":373,"title":374,"description":375,"tip":376},8,"Select governing law and sign before minting or transferring","Choose a governing jurisdiction where both copyright and digital asset law are relatively developed (e.g., New York, England and Wales, or Singapore). Both parties should sign before the NFT is minted or transferred.","Attach the signed PDF as metadata to the NFT at minting using the 'external_url' or 'license' metadata field — this creates a persistent on-chain link between the token and its governing terms.",[378,382,386,390,394,398],{"mistake":379,"why_it_matters":380,"fix":381},"Licensing to the named buyer rather than the current NFT holder","When the NFT is resold, the new owner has no rights under a name-specific license, creating an immediate dispute about permitted use after every secondary sale.","Draft all license grants to 'the current Holder of the NFT' and include an automatic-transfer clause that passes rights to each successive holder upon valid on-chain transfer.",{"mistake":383,"why_it_matters":384,"fix":385},"Relying solely on smart contract royalties with no off-chain obligation","Multiple major NFT marketplaces have disabled creator royalty enforcement since 2022, leaving creators with zero secondary sale income if the contract contains no independent payment obligation.","Include a separate contractual royalty clause requiring the seller to remit the royalty percentage off-chain within 30 days of any secondary sale, regardless of whether the marketplace enforces it automatically.",{"mistake":387,"why_it_matters":388,"fix":389},"Granting commercial rights without a revenue cap","A buyer can build a commercially significant brand on the creator's work — earning millions — for a one-time mint price, with no additional compensation to the creator.","Set a specific annual revenue cap (e.g., $100,000) above which the holder must negotiate and pay for an upgraded commercial license from the creator.",{"mistake":391,"why_it_matters":392,"fix":393},"Omitting AI training datasets from the list of prohibited uses","NFT artwork scraped into AI training datasets at scale strips the creator of practical control over their style and output, with no compensation and no consent mechanism.","Add an explicit prohibition: 'Holder may not use the Underlying IP, or any derivative thereof, as training data for machine learning or AI models without Creator's separate written consent.'",{"mistake":395,"why_it_matters":396,"fix":397},"No termination clause tied to NFT transfer","Without an explicit termination-on-transfer clause, a seller who has sold the NFT can argue they retain the license they were originally granted — allowing two parties to hold commercial rights simultaneously.","State clearly that the license terminates automatically and immediately upon any transfer of the NFT to a new wallet, and that the seller's rights cease at that moment without any further action required.",{"mistake":399,"why_it_matters":400,"fix":401},"Blanket waiver of moral rights in jurisdictions where it is unenforceable","In the EU, UK, and Canada, moral rights are statutory and cannot be fully waived by contract — a blanket waiver clause may be void, leaving the creator with enforceable attribution and integrity rights the parties believed were waived.","Replace a blanket waiver with a limited waiver covering only specific permitted uses (e.g., cropping for display purposes) and retain moral rights for uses that could harm the creator's reputation.",[403,406,409,412,415,418,421,424,427],{"question":404,"answer":405},"What is an NFT license agreement?","An NFT license agreement is a legally binding contract between a digital asset creator and the buyer or holder of their NFT that defines exactly which rights are granted with the token. Because purchasing an NFT does not automatically transfer copyright in the underlying artwork, music, or video, this agreement fills that gap — specifying whether the holder can display, commercialize, sublicense, or modify the work, and under what conditions those rights terminate.\n",{"question":407,"answer":408},"Does buying an NFT give me copyright in the artwork?","No. In most jurisdictions, purchasing an NFT transfers ownership of the token — a unique entry on a blockchain — but not the copyright in the underlying creative work. Copyright remains with the creator unless expressly assigned in a separate written agreement. An NFT license agreement defines what you can do with the work without owning the copyright, ranging from personal display to full commercial exploitation up to a defined revenue cap.\n",{"question":410,"answer":411},"What rights should I grant when selling an NFT?","At minimum, buyers typically expect the right to display the NFT artwork privately and on social media. Whether to grant commercial rights — for merchandise, advertising, or brand use — is a business decision. Most creators grant personal use automatically and require a separate commercial license for revenue-generating use, often with an annual revenue cap of $25,000 to $100,000 before an upgraded agreement is required. Rights to create derivative works and sublicense should be granted only if expressly intended.\n",{"question":413,"answer":414},"Are NFT smart contract royalties legally enforceable?","Smart contract royalties are technically automated, not legally mandated — they function only when the marketplace enforces them. Since 2022, several major platforms have made royalty payments optional, effectively allowing buyers to bypass creator royalties. A written NFT license agreement that includes an independent contractual royalty obligation provides a separate legal basis to claim unpaid royalties, regardless of whether the marketplace enforces the on-chain mechanism.\n",{"question":416,"answer":417},"Can I use this template for music or video NFTs?","Yes, with adjustments. Music and video NFTs involve additional rights layers — master recording rights, synchronization rights, and performance rights — that are not present in visual art NFTs. The template should be amended to specify which of these rights are included, whether the holder can use the track in video content or advertising, and whether performance royalties collected through collection societies (e.g., ASCAP, BMI, PRS) are affected by the NFT sale. A music lawyer review is recommended for commercially significant music NFT releases.\n",{"question":419,"answer":420},"What happens to the license when an NFT is resold?","Under a well-drafted NFT license agreement, the license automatically transfers to the new holder upon valid on-chain transfer of the NFT, and the prior holder's rights terminate immediately. This means the license travels with the token rather than the named individual, matching the economic reality of NFT secondary markets. The new holder takes the same rights and obligations the prior holder had — they cannot obtain more rights than the license originally granted.\n",{"question":422,"answer":423},"Do I need a lawyer to create an NFT license agreement?","For straightforward personal-use or small commercial-use NFT releases, a high-quality template is typically sufficient. Legal review is recommended when granting significant commercial rights, when the underlying IP is a registered trademark or highly valuable copyright, when the collection involves multiple creators with split rights, or when the buyer is a brand or corporation that will commercially exploit the asset at scale. A 1–2 hour review by an IP lawyer typically costs $300–$600 and significantly reduces enforcement risk.\n",{"question":425,"answer":426},"What is the difference between a personal use and a commercial use NFT license?","A personal use license allows the holder to display the NFT artwork privately, as a profile picture, on personal social media, and in non-commercial settings. It does not permit using the artwork to generate revenue. A commercial use license additionally permits the holder to use the artwork on merchandise, in advertising, or in brand collaborations to earn income — typically subject to an annual revenue cap. Many NFT collections, including the Bored Ape Yacht Club, grant full commercial rights; others, like CryptoPunks originally, granted personal use only before updating their terms.\n",{"question":428,"answer":429},"Can I prohibit buyers from using my NFT art to train AI models?","Yes, and doing so is increasingly standard practice. An explicit prohibition in the NFT license agreement's prohibited uses clause creates a contractual basis to object to AI training use. However, enforcing against large-scale scraping by parties who never agreed to your license terms remains practically difficult. Including the prohibition establishes your intent clearly, supports takedown requests, and may support future claims under emerging AI training legislation in the EU and elsewhere.\n",[431,435,439,443],{"industry":432,"icon_asset_id":433,"specifics":434},"Digital Art and Collectibles","industry-professional-services","Visual artists need to distinguish personal display rights from commercial merchandise rights and protect against unauthorized derivative works and AI training use.",{"industry":436,"icon_asset_id":437,"specifics":438},"Music and Entertainment","industry-marketing","Music NFTs require separate treatment of master rights, sync rights, and performance royalties, with clear statements on which streaming and licensing rights accompany the token.",{"industry":440,"icon_asset_id":441,"specifics":442},"Gaming and Metaverse","industry-saas","In-game asset NFTs require interoperability clauses defining which platforms and engines the asset may be used in, and what happens to the license if the game shuts down.",{"industry":444,"icon_asset_id":445,"specifics":446},"Fashion and Luxury Brands","industry-retail","Brand NFTs must address trademark rights separately from copyright, restrict use in competing products, and manage co-branding obligations when holders use the IP alongside their own brand identity.",[448,451,454,457],{"vs":237,"vs_template_id":449,"summary":450},"licensing-agreement-D186","A standard IP license agreement governs the use of intellectual property in traditional contexts — software, brand marks, patented processes — without reference to blockchain ownership. An NFT license agreement layers on-chain token transfer mechanics, automatic license transfer provisions, smart contract royalties, and wallet-based termination triggers that a general IP license does not address. Use a general IP license for non-blockchain licensing; use an NFT license agreement when the rights travel with a blockchain token.",{"vs":249,"vs_template_id":452,"summary":453},"copyright-assignment-agreement-D13006","A copyright assignment permanently transfers ownership of the underlying creative work to the buyer — the creator loses all rights. An NFT license agreement retains copyright with the creator and grants only defined usage rights to the holder. Most NFT creators should use a license, not an assignment; assignment is appropriate only when a buyer specifically negotiates full ownership of the IP as part of the deal.",{"vs":245,"vs_template_id":455,"summary":456},"royalty-agreement-D12974","A royalty agreement governs ongoing revenue-sharing on sales or licenses of a work, typically in publishing, music, or manufacturing contexts. An NFT license agreement is primarily a usage rights document that may include a royalty clause as one component. When secondary-sale royalties are complex — split among multiple creators, tiered by sale price, or paid through multiple mechanisms — a separate royalty agreement supplements the NFT license rather than replacing it.",{"vs":458,"vs_template_id":459,"summary":460},"Terms and Conditions","terms-and-conditions-D12675","Platform terms and conditions govern the relationship between a marketplace operator and its users, covering account rules, listing policies, and dispute resolution at the platform level. An NFT license agreement governs the specific rights relationship between a creator and the holder of a particular NFT. Platform terms apply broadly to all users; the NFT license agreement is asset-specific and travels with the token regardless of which platform it is later traded on.",{"use_template":462,"template_plus_review":466,"custom_drafted":470},{"best_for":463,"cost":464,"time":465},"Independent digital artists, small collections, and personal-use or standard commercial licenses with clear terms","Free","30–60 minutes",{"best_for":467,"cost":468,"time":469},"Collections with significant commercial rights, music or video NFTs, or brand collaborations with corporate buyers","$300–$600 for a 1–2 hour IP lawyer review","2–5 days",{"best_for":471,"cost":472,"time":473},"Major brand NFT launches, multi-creator IP splits, registered trademark licensing, or large-scale commercial collections","$2,000–$8,000+","2–4 weeks",[475,480,485,490],{"code":476,"name":477,"flag_asset_id":478,"note":479},"us","United States","flag-us","US copyright law (17 U.S.C.) governs the underlying IP and does not automatically transfer with an NFT sale. Moral rights exist only for works of visual art under VARA and are more limited than in other jurisdictions. Several states, including New York and California, have proposed or enacted digital asset consumer protection laws that may impose disclosure requirements on NFT sellers. Non-compete and choice-of-law clauses should comply with the law of the state where enforcement is anticipated.",{"code":481,"name":482,"flag_asset_id":483,"note":484},"ca","Canada","flag-ca","Canadian copyright law under the Copyright Act protects the underlying work independently of the NFT token. Moral rights exist by statute and cannot be fully assigned — only waived, and only by the author personally. Quebec's language laws may require French-language contract versions for commercial transactions within the province. Canada has no NFT-specific legislation as of 2026, but securities regulators (CSA) have scrutinized certain NFT structures as potential securities offerings.",{"code":486,"name":487,"flag_asset_id":488,"note":489},"uk","United Kingdom","flag-uk","UK copyright law (CDPA 1988) protects the underlying work separately from the NFT. Moral rights are statutory and cannot be fully waived for all work categories — attribution rights survive broad contractual waivers. The UK Jurisdiction Taskforce confirmed in 2019 that smart contracts can be legally binding, and English courts have shown willingness to grant injunctions in NFT-related IP disputes. England and Wales is a common choice-of-law selection for international NFT agreements.",{"code":491,"name":492,"flag_asset_id":493,"note":494},"eu","European Union","flag-eu","EU copyright harmonization directives protect moral rights strongly across member states — particularly in France and Germany, where waiver is limited or prohibited. The EU's Markets in Crypto-Assets Regulation (MiCA), effective 2024–2025, may classify certain NFTs as financial instruments depending on their structure, triggering additional disclosure obligations. GDPR applies to any personal data processed in connection with NFT sales to EU-resident buyers, including wallet address association with identity.",[496,246,250,497,498,499,500,501,502,503,504,505],"technology-licensing-agreement-D13434","non-disclosure-agreement-nda-D12692","terms-and-conditions-D12667","intellectual-property-assignment-D5229","independent-contractor-agreement-D160","collaboration-agreement-D13181","service-agreement-D12711","cease-and-desist-letter-D12916","joint-venture-agreement-D889","consulting-agreement---long-D12543",{"emit_how_to":194,"emit_defined_term":194},{"primary_folder":95,"secondary_folder":508,"document_type":509,"industry":510,"business_stage":511,"tags":512,"confidence":517},"intellectual-property-and-licensing","agreement","software-and-technology","all-stages",[513,514,515,98,516],"intellectual-property","royalty","nft","digital-assets",0.85,"\u003Ch2>What is an NFT License Agreement?\u003C/h2>\n\u003Cp>An \u003Cstrong>NFT License Agreement\u003C/strong> is a legally binding contract between a digital asset creator and the buyer or holder of their non-fungible token that defines exactly which rights accompany the token when it changes hands. Purchasing an NFT does not automatically transfer copyright in the underlying artwork, music, or video — the token and the intellectual property are legally distinct. Without a written license, the buyer's permitted uses are undefined, the creator's ongoing royalty rights are unenforceable off-chain, and both parties are exposed to disputes that courts in every jurisdiction are still developing law to resolve. This template specifies the scope of the license (personal display, commercial exploitation, or sublicensing), sets revenue caps and royalty obligations, lists prohibited uses including AI training, and ensures the license travels automatically to each successive holder as the NFT trades on secondary markets.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>The absence of a written NFT license agreement creates four simultaneous and concrete problems. First, buyers who assume an NFT purchase includes copyright have merchandised and sublicensed creator work without authorization — resulting in takedown demands, marketplace suspensions, and litigation. Second, creators who rely solely on smart contract royalties have lost all secondary sale income since multiple major marketplaces made royalty enforcement optional in 2022; only a contractual off-chain payment obligation provides a legal remedy. Third, without explicit prohibitions, NFT artwork has been scraped into AI training datasets at scale, eroding the creator's market for commissions and licensed work. Fourth, a license that does not terminate automatically on token transfer allows sellers to continue exploiting the underlying IP after they have been paid — competing directly with the new holder. This template closes all four gaps in under an hour, and provides the documented framework that IP lawyers, marketplace compliance teams, and commercial buyers increasingly require before transacting on high-value NFT assets.\u003C/p>\n",1781185969180]