[{"data":1,"prerenderedAt":-1},["ShallowReactive",2],{"doc-detail-168072-en":3,"doc-seo-168072-105":30,"detail-sidebar-cat-1-en-105":92},{"code":4,"msg":5,"data":6},0,"success",{"doc_id":7,"user_id":8,"nickname":9,"user_avatar":10,"doc_module":11,"category_id":12,"category_name":13,"doc_title":14,"doc_description":15,"doc_content":16,"file_id":17,"file_url":18,"file_type":19,"file_size":20,"view_count":11,"is_deleted":4,"is_public":11,"is_downloadable":11,"audit_status":11,"page_count":21,"language":22,"language_code":23,"site_id":24,"html_lang":23,"table_of_contents":25,"faqs":26,"seo_title":27,"seo_description":15,"update_tm":28,"read_time":29},168072,137451211410,"\tCallum ","https://ap-avatar.wpscdn.com/avatar/2000bb0a9246f588df?x-image-process=image/resize,m_fixed,w_180,h_180&k=1786362646172706240",1,18,"Letters","Model Exclusive Licence Agreement","This model exclusive licence agreement sets out the legal framework between an academic institution (the RPO) and a licensee company. It defines how exclusive IP rights and non-exclusive Know-how rights may be granted for developing and commercialising licensed products within specified field and territory limits. The terms also cover execution of formal registrations, rules for sub-licensing to affiliates and third parties, reservation of rights by the RPO, know-how delivery arrangements, and confidentiality obligations from the commencement date.","Dated _____________________________________20[●]\n[Full legal name of the RPO]\nand\n(2) [Full legal name of the Licensee]\nMODEL EXCLUSIVE LICENCE AGREEMENT\nMODEL EXCLUSIVE licence agreement\nThis Agreement dated _______________________________________________ 20[●] is between:\n[●] (the “RPO”), [an academic institution incorporated or established under [statute or charter in Ireland,]] whose [principal address or registered office] is at [●]; and\n[●] [LIMITED][INC.] (the “Licensee”), [a company incorporated in [●] under registration number [●],] whose [principal place of business or registered address] is at [●].\nBackground:\nThe RPO has developed certain technology and owns certain intellectual property rights relating to [●], including the IP and the Know-how.\nThe Licensee wishes to acquire rights under the IP and to use the Know-how for the development and commercialisation of Licensed Products in the Field and in the Territory, all in accordance with the provisions of this Agreement.\nThe Parties agree as follows:\nDefinitions\n1.1\tDefinitions. In this Agreement, the following words shall have the following meanings:\nGrant of rights\n2.1\tLicences. The RPO hereby grants to the Licensee, subject to the provisions of this Agreement:\nan exclusive licence to use the IP to develop, manufacture, have manufactured, use and sell or otherwise supply Licensed Products only in the Field in the Territory; and\na non-exclusive licence to use the Know-how to develop, manufacture, have manufactured, use and sell or otherwise supply Licensed Products only in the Field in the Territory.\n2.2\tFormal licences. The Parties shall execute such formal licences as may be necessary or appropriate for registration with intellectual property offices and other relevant authorities in particular territories.  In the event of any conflict in meaning between any such licence and the provisions of this Agreement, the provisions of this Agreement shall prevail.  Prior to the execution of the formal licence(s) (if any) referred to in this Clause 2.2 the Parties shall so far as possible have the same rights and obligations towards one another as if such licence(s) had been granted. The Parties shall use reasonable endeavours to ensure that, to the extent permitted by the relevant authorities, this Agreement shall not form part of any public record.\n2.3\tSub-licensing.\nThe Licensee shall be entitled to grant sub-licences of its rights under this Agreement to any of its Affiliates without the need for any further consent from the RPO, provided that the Licensee complies with the conditions set out in paragraph (i) to (v) of Clause 2.3(b) in respect of any such sub-licence.\nSubject to Clause 2.3(a), the Licensee shall not be entitled to grant sub-licences of its rights under this Agreement, except with the prior written consent of the RPO, which consent shall not be unreasonably withheld. Where the RPO gives its consent, the Licensee shall be entitled to grant sub-licences of its rights under this Agreement to any person, provided that:\nthe sub-licence shall include obligations on the sub-licensee which are equivalent to the obligations on the Licensee under this Agreement and limitations of liability that are equivalent to those set out in this Agreement;\nthe sub-licence shall not permit the sub-licensee to further sub-license any of its rights to the IP and/or the Know-how;\nthe sub-licence shall terminate automatically on the termination of this Agreement for any reason;\nwithin thirty (30) days of the grant of any sub-licence the Licensee shall provide to the RPO a true copy of it; and\nthe Licensee shall be responsible for any breach of the sub-licence by the sub-licensee, as if the breach had been that of the Licensee under this Agreement, and the Licensee shall indemnify the RPO against any losses, damages, costs, claims or expenses which are awarded against or suffered by the RPO as a result of any such breach by the sub-licensee.\n2.4\tReservation of rights.\nThe RPO re","cbCaidImXdL9nnR8","https://ap.wps.com/l/cbCaidImXdL9nnR8","docx",64569,21,"English","en",105,"# Definitions\n# Grant of rights\n## Licences\n## Formal licences\n## Sub-licensing\n## Reservation of rights\n## Provision of Know-how\n# Confidentiality\n## Confidentiality obligations","[{\"question\":\"What rights does the RPO grant under the exclusive licence and the non-exclusive licence?\",\"answer\":\"The agreement grants the Licensee an exclusive licence to use the IP to develop, manufacture, use, sell or supply licensed products in the field and territory. It grants a non-exclusive licence to use the Know-how for the same licensed products, also limited to the field and territory.\"},{\"question\":\"Can the Licensee sub-license its rights, and what conditions apply?\",\"answer\":\"The Licensee may grant sub-licences to its affiliates without further RPO consent if it complies with specified conditions. For non-affiliates, prior written consent from the RPO is required and the sub-licence must include equivalent obligations, liability limitations, no further sub-licensing permission, automatic termination on agreement termination, and timely provision of a copy to the RPO.\"},{\"question\":\"How is Know-how provided and what technical support obligations exist?\",\"answer\":\"Within thirty days of the commencement date, the parties agree in writing on arrangements for the RPO (through the Principal Investigator) to make the Know-how available. The RPO has no obligation to provide technical support, but the Licensee can request support, and the RPO must respond within fourteen days or another reasonable agreed period.\"}]","Model Exclusive Licence Agreement | DOCX",1788224386,7,{"code":4,"msg":31,"data":32},"ok",{"site_id":24,"language":23,"slug":33,"title":14,"keywords":34,"description":15,"schema_data":35,"social_meta":87,"head_meta":89,"extra_data":91,"updated_unix":28},"model-exclusive-licence-agreement","",{"@graph":36,"@context":86},[37,54,69],{"@type":38,"itemListElement":39},"BreadcrumbList",[40,44,48,51],{"item":41,"name":42,"@type":43,"position":11},"https://docshare.wps.com","Home","ListItem",{"item":45,"name":46,"@type":43,"position":47},"https://docshare.wps.com/template/","Template",2,{"item":49,"name":13,"@type":43,"position":50},"https://docshare.wps.com/template/letters/",3,{"item":52,"name":14,"@type":43,"position":53},"https://docshare.wps.com/template/model-exclusive-licence-agreement/168072/",4,{"url":52,"name":14,"@type":55,"author":56,"headline":14,"publisher":58,"fileFormat":61,"inLanguage":23,"description":15,"dateModified":62,"datePublished":63,"encodingFormat":61,"isAccessibleForFree":64,"interactionStatistic":65},"DigitalDocument",{"name":9,"@type":57},"Person",{"url":41,"name":59,"@type":60},"DocShare","Organization","application/vnd.openxmlformats-officedocument.wordprocessingml.document","2026-09-04","2026-09-01",true,{"@type":66,"interactionType":67,"userInteractionCount":11},"InteractionCounter",{"@type":68},"ViewAction",{"@type":70,"mainEntity":71},"FAQPage",[72,78,82],{"name":73,"@type":74,"acceptedAnswer":75},"What rights does the RPO grant under the exclusive licence and the non-exclusive licence?","Question",{"text":76,"@type":77},"The agreement grants the Licensee an exclusive licence to use the IP to develop, manufacture, use, sell or supply licensed products in the field and territory. It grants a non-exclusive licence to use the Know-how for the same licensed products, also limited to the field and territory.","Answer",{"name":79,"@type":74,"acceptedAnswer":80},"Can the Licensee sub-license its rights, and what conditions apply?",{"text":81,"@type":77},"The Licensee may grant sub-licences to its affiliates without further RPO consent if it complies with specified conditions. For non-affiliates, prior written consent from the RPO is required and the sub-licence must include equivalent obligations, liability limitations, no further sub-licensing permission, automatic termination on agreement termination, and timely provision of a copy to the RPO.",{"name":83,"@type":74,"acceptedAnswer":84},"How is Know-how provided and what technical support obligations exist?",{"text":85,"@type":77},"Within thirty days of the commencement date, the parties agree in writing on arrangements for the RPO (through the Principal Investigator) to make the Know-how available. 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