Exclusive License Agreement Template

The Exclusive License Agreement is a legal contract used when a licensor grants a licensee exclusive rights to use and commercialize specified intellectual property within a defined territory and field of use. This agreement covers the grant of an exclusive, irrevocable, royalty-bearing license while confirming that ownership of the licensed intellectual property remains with the licensor. It also addresses restrictions on sublicensing and assignment, royalty calculation and payment, audit rights, confidentiality, indemnification, termination and remedies for unauthorized use. This template provides a clear framework for protecting intellectual property while allowing controlled and exclusive exploitation by the licensee.

The agreement is completed by both the licensor and the licensee. Each party provides identifying information, defines the licensed intellectual property, specifies the territory and field of use and agrees on royalty terms before signing.

Once executed, the agreement is retained by both parties for their legal and business records. It does not need to be filed with a government authority unless registration is required for specific intellectual property rights.