国际专利许可合同英文版

国际专利许可合同英文版International Patent License Agreement

This International Patent License Agreement (the "Agreement") entered into on [date] (the "Effective Date") by and between [licensor name] ("Licensor"), having its principal place of business at [licensor address], and [licensee name] ("Licensee"), having its principal place of business at [licensee address].

WHEREAS, Licensor owns certain patents and related intellectual property rights (collectively, the "Patents");

WHEREAS, Licensee desires to obtain a license to use the Patents in accordance with the terms and conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Definitions

1.1 "Affiliate" means any entity that controls, is controlled by, or is under common control with a party.

1.2 "Field" means [description of the specific field in which the Patents may be used].

1.3 "Licensed Products" means any products, services, or materials manufactured, marketed, or sold by Licensee or its Affiliates that are within the Field and are covered by the claims of any of the Patents.

1.4 "Net Sales" means Licensee's gross revenue on the sale of Licensed Products, less any returns, allowances, rebates, discounts, and sales taxes actually paid by Licensee.

2. License Grant

2.1 Licensor hereby grants to Licensee a non-exclusive, worldwide, royalty-bearing license under the Patents to manufacture, use, sell, offer for sale, and import Licensed Products within the Field.

2.2 The license granted to Licensee under this Agreement shall be limited to the manufacture, use, sale, offer for sale, and import of Licensed Products within the Field. Licensee may not use the Patents for any other purpose.

2.3 Licensor reserves all rights in the Patents not expressly granted to Licensee under this Agreement.

3. Term and Termination

3.1 This Agreement shall commence on the Effective Date and shall continue for [duration of agreement] years, unless earlier terminated in accordance with this Agreement.

3.2 Either party may terminate this Agreement immediately upon written notice to the other party in the event of a material breach by the other party.

3.3 Upon termination of this Agreement, all rights and licenses granted to Licensee hereunder shall immediately cease, and Licensee shall immediately cease all use of the Patents.

4. Consideration

4.1 Licensee shall pay Licensor [amount or percentage] of Net Sales of Licensed Products as consideration for the license granted under this Agreement.

4.2 Payment shall be made [specify payment terms and schedule].

4.3 All payments due under this Agreement shall be made in US dollars.

5. Representations and Warranties

5.1 Licensor represents and warrants that it has the right to grant the license granted to Licensee under this Agreement.

5.2 Licensor makes no other representations or warranties, express or implied, with respect to the Patents or the license granted hereunder, including any warranty of non-infringement of any intellectual property rights of any third party.

6. Confidentiality