Free Exclusive License Agreement Creator - Create Online



Exclusive License Agreement template
Exclusive License Agreement sample


What is Exclusive License Agreement?

Exclusive License Agreement An agreement granting exclusive rights to use a particular asset or content, specifying exclusivity scope, duration, and limitations.



Sample template:



EXCLUSIVE LICENSE AGREEMENT


This Exclusive License Agreement (the "Agreement") is made and entered into as of [Effective Date] by and between [Licensor's Name], having a principal place of business at [Licensor Address] ("Licensor") and PixelTech Solutions, having a principal place of business at [Licensee Address] ("Licensee").

1. DEFINITIONS

1.1. "PixelStream"


Means the data streaming platform software developed and owned by Licensor, including any derivatives, enhancements, modifications, and improvements thereto.



1.2. "Licensed Rights"


Means the rights granted by Licensor to Licensee pursuant to Section 2.1 of this Agreement.



2. GRANT OF LICENSE

2.1. Exclusive License,


Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee, and Licensee hereby accepts, an exclusive, non-transferable, royalty-free, and irrevocable license to use the PixelStream within the Territory (as defined below) during the Term (as defined below) ("Licensed Rights").



2.2. Scope of Exclusivity,


The exclusivity granted under Section 2.1 means that Licensor shall not grant to any third party the right to use the PixelStream within the Territory for any purpose during the Term of this Agreement.



2.3. Limitations on Use,


Licensee shall not sublicense, sell, lease, transfer, pledge, or share the Licensed Rights or any part thereof, or any rights or obligations under this Agreement, to any third party without the prior written consent of Licensor.



3. TERRITORY

3.1. Definition,


For purposes of this Agreement, the "Territory" means the United States of America.



4. DURATION

4.1. Term,


This Agreement shall begin on the Effective Date and shall continue in full force and effect for a period of [Duration] years (the "Term"), unless earlier terminated in accordance with the provisions of Section 6 below.



5. PERMITTED USES

5.1. Licensee Use,


Licensee may use the PixelStream solely for its internal operations, including, without limitation, data streaming, data processing, and data analysis, in accordance with the applicable user documentation provided by Licensor and applicable laws and regulations.



5.2. Customer Support,


Licensee shall be solely responsible for providing all customer support services to its clients related to the use of the PixelStream within the Territory.



6. TERMINATION

6.1. Termination for Cause,


Either party may terminate this Agreement if the other party breaches any material term or condition of this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice thereof from the non-breaching party.



6.2. Effect of Termination,


Upon any termination of this Agreement, Licensee shall promptly cease all use of the PixelStream and promptly return or destroy all copies of the PixelStream and any related materials in its possession or control.



7. WARRANTIES

7.1. Ownership,


Licensor hereby represents and warrants to Licensee that Licensor has full right, title, and interest in and to the PixelStream and has the right to grant the licenses granted herein.



7.2. No Infringement,


Licensor further represents and warrants that to the best of its knowledge, the use of PixelStream as permitted under this Agreement will not infringe the Intellectual Property Rights of any third party.



8. GOVERNING LAW AND DISPUTE RESOLUTION

8.1. Governing Law,


This Agreement shall be governed by and construed in accordance with the laws of the United States of America and the State of [state], without regard to principles of conflicts of law.



9. SEVERABILITY

If any provision of this Agreement is held to be invalid or unenforceable under applicable law, such provision shall be deemed reformed or deleted, as the case may be, to the extent necessary to render the remaining provisions enforceable, and the remaining provisions of this Agreement shall continue in full force and effect.



10. ENTIRE AGREEMENT

This Agreement contains the entire understanding between the parties with respect to the subject matter hereof, and supersedes all prior and contemporaneous understandings, inducements, or conditions, express or implied, oral or written.



IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly authorized representative as of the Effective Date.

[Licensor's Name]
By: _______________________
Name: [Authorized Signatory]
Title: [Title]

PixelTech Solutions
By: _______________________
Name: [Authorized Signatory]
Title: [Title]

Ready to Create your own Exclusive License Agreement?




Main Sections of an Exclusive License Agreement


In this Exclusive License Agreement, you will see the following sections:

  1. Definitions
  2. Grant of License
  3. Territory
  4. Duration
  5. Permitted Uses
  6. Termination
  7. Warranties
  8. Governing Law and Dispute Resolution
  9. Severability
  10. Entire Agreement


About each Section - Analysis and Summary:

  1. Definitions : This section explains the key terms used throughout the agreement, such as "PixelStream" (the software being licensed) and "Licensed Rights" (the rights granted to the licensee).

  2. Grant of License : This section outlines the specific rights granted to the licensee, including the exclusive, non-transferable, royalty-free, and irrevocable license to use the PixelStream software within a specified territory and for a specified duration. It also explains the limitations on the licensee's use of the software, such as not sublicensing or transferring the rights to third parties without the licensor's consent.

  3. Territory : This section defines the geographical area where the licensee is allowed to use the PixelStream software, which in this case is the United States of America.

  4. Duration : This section specifies the length of time the agreement will be in effect, starting from the effective date and lasting for a certain number of years, unless terminated earlier according to the agreement's provisions.

  5. Permitted Uses : This section describes the allowed uses of the PixelStream software by the licensee, such as for internal operations and in compliance with applicable laws and regulations. It also states that the licensee is responsible for providing customer support to its clients related to the software's use within the territory.

  6. Termination : This section explains the circumstances under which either party can terminate the agreement, such as if one party breaches a material term or condition and fails to remedy the breach within 30 days of receiving written notice. It also outlines the consequences of termination, such as the licensee ceasing all use of the software and returning or destroying all copies.

  7. Warranties : This section contains the licensor's assurances that they have the right to grant the licenses in the agreement and that the use of the PixelStream software will not infringe on any third party's intellectual property rights.

  8. Governing Law and Dispute Resolution : This section states that the agreement will be governed by the laws of the United States of America and a specific state, without regard to conflict of law principles.

  9. Severability : This section explains that if any provision of the agreement is found to be invalid or unenforceable, it will be reformed or deleted as necessary, and the remaining provisions will continue in full force and effect.

  10. Entire Agreement : This section states that the agreement contains the entire understanding between the parties regarding the subject matter and supersedes all prior and contemporaneous understandings, inducements, or conditions, whether express or implied, oral or written.

Ready to get started?

Create your Exclusive License Agreement now