International Law Practice and Business Consultation
Chi-Hung A. Chan, Attorney at Law
License Contract
Manufacturing Agreement
Sample Contract Terms:
Intellectural Property
Supplier warrants that it is the owner or licensee of all intellectual property provided to Distributor under this Agreement (whether or not included or embedded in any other Product), and has the authority to permit Distributor to use or resell or sublicense that property to third parties. Distributor will not resell or sublicense the intellectual property without the license agreement provided by Supplier for that purpose and will advise Supplier of any known breach of the terms thereof........................
Any liability of Seller shall also be excluded, if the infringement of Protective Rights results from specific instructions given by Buyer or the fact that the Product has been changed by Buyer or is being used in conjunction with products not delivered by Seller, which convert an otherwise non-infringing Product to an infringing Product...............