专利许可合同范本 英语

专利许可合同范本英语
Patent License Contract Template
This Patent License Contract (the "Contract") is made and entered into as of [date] (the "Effective Date") and between:
Licensor:
Name: [Licensor's Name]
Address: [Licensor's Address]
Contact Person: [Contact Person's Name]
Telephone Number: [Telephone Number]
Fax Number: [Fax Number]
E Address: [E Address]
Licensee:
Name: [Licensee's Name]
Address: [Licensee's Address]
Contact Person: [Contact Person's Name]
Telephone Number: [Telephone Number]
Fax Number: [Fax Number]
E Address: [E Address]
WHEREAS, the Licensor is the owner of certn patent rights (the "Patents") described in Appendix A attached hereto; and
WHEREAS, the Licensee desires to obtn a license to use the Patents under the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and agreements contned herein, the parties agree as follows:
1. Grant of License
The Licensor here grants to the Licensee a non-exclusive, non-transferable license to make, have made, use, sell, offer for sale, and import products and/or services covered the Patents (the "Licensed Products/Services") in the territory described in Appendix B attached hereto (the "Territory"), subject to the terms and conditions of this Contract.
2. License Fee
The Licensee shall pay to the Licensor a license fee (the "License Fee") as set forth in Appendix C attached hereto. The License Fee shall be payable in the manner and at the times specified therein.
3. Royalties
In addition to the License Fee, the Licensee shall pay to the Licensor royalties on the net sales of the Licensed Products/Services as defined in Appendix D attached hereto. Royalties shall be pd in the manner and at the times specified therein.
4. Reports and Payments
The Licensee shall furnish to the Licensor within [number] days after the end of each calendar quarter a written report showing the gross sales, net sales, and number of units sold of the Licensed Products/Services during such quarter, and shall pay the royalties due thereon within [number] days after the submission of such report.
5. Improvements
If either party makes any improvements or modifications to the Patents during the term of this Contract, such improvements or modifications shall be owned the party making the same. However, if the improvements or modifications are made jointly both parties, the ownership thereof shall be determined mutual agreement.
6. Confidentiality
The Licensee agrees to keep confidential all information and know-how disclosed the Licensor to the Licensee in connection with this Contract and not to disclose such information to any third party without the prior written consent of the Licensor.
7. Term and Termination
This Contract shall mence on the Effective Date and shall continue for a term of [number] years (the "Term"), unless earlier terminated as provided herein. Either party may terminate this Contract upon the occurrence of a material breach the other party, provided that the breaching party is given written notice
of the breach and fls to cure the breach within [number] days after receipt of such notice.
8. Indemnification
The Licensor shall indemnify and hold the Licensee harmless from and agnst any clms, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with any infringement of third-party rights the Licensor's grant of the license hereunder. The Licensee shall indemnify and hold the Licensor harmless from and agnst any clms, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with the Licensee's use of the Patents in violation of this Contract.
9. Governing Law and Jurisdiction
This Contract shall be governed and construed in accordance with the laws of [jurisdiction]. Any dispute arising out of or in connection with this Contract shall be submitted to the exclusive jurisdiction of the courts of [jurisdiction].
10. Entire Agreement
This Contract constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether oral or written.
IN WITNESS WHEREOF, the parties have executed this Patent License Contract as of the date first above written.
Licensor: [Licensor's Signature]
Licensee: [Licensee's Signature]
Appendix A: Description of the Patents
Appendix B: Territory
Appendix C: License Fee
Appendix D: Royalty Calculation and Payment
Please note that the above is a basic template and should be tlored to the specific circumstances and requirements of the patent license transaction. It is remended to seek legal advice before finalizing and signing any contract.。