A Watertight Licensing Agreements Sample

Keep Your Intellectual Property in the Right Hands With This Licensing Agreements Sample

If you are the owner of a patent, trademark, copyright, or even know-how, you may want to grant permission for somebody else to use your intellectual property (IP).

If this is the case, you need a licensing agreement to make sure that your IP stays yours and is not used in a way you do not want.

DoNotPay knows how difficult and expensive it can be to compose legal documents and contract templates. We can help you avoid the hassle with this licensing agreement sample for your intellectual property!

What Is a Licensing Agreement?

A licensing agreement is a legal contract between the licensor—the owner of intellectual property—and a licensee, who is seeking permission to use the IP.

The agreement regulates every aspect of how the licensee is allowed to use the IP and should include:

  • A definition of what the IP is
  • The purpose for which the licensee will use the IP
  • Any fees that the licensee must pay
  • How long the licensee can use the IP for

A licensing agreement can also be used to regulate the use of a product or technology, but the result is the same—the licensee must commit to only using them for the purpose that the licensor intends.

Licensing Agreements Sample

The following is a sample licensing agreement that you can customize to your requirements:

  1. Preamble
  2. Duration
  3. License
  4. Ownership
  5. Consideration
  6. Warranties
  7. Indemnity
  8. Disputes
  9. Termination
  10. Governing law


This licensing agreement is made as of the [date] (“date of commencement”) between [licensor] of [address] (hereinafter referred to as “the Licensor”) and [licensee] of [address] (hereinafter referred to as “the Licensee).”


This agreement is valid for the period of [duration of agreement] from the date of commencement.”


“The Licensor hereby grants the Licensee an exclusive/non-exclusive [delete as appropriate] license to use the following items of intellectual property: [list the IP items]. The items are to be used solely for the limited purpose of [list the allowed purposes].

“The Licensee is allowed to use the licensed IP in the following regions: [list any geographical regions necessary].


“The licensee agrees, subject to the rights and licenses granted in this agreement, that the Licensor is and will remain the sole and exclusive owner of all right, title, and interest worldwide to all the intellectual property and any copies made thereof.”


In consideration for the license granted to the Licensee in this agreement, the Licensee shall pay to the Licensor the following fees and/or royalties: [List the fees payable and their payment due dates].”


“The Licensor hereby warrants and attests that he/she [delete as appropriate] has the full legal right, power, and authority to grant the license contained in this agreement.

“Each party hereby warrants and attests that he/she [delete as appropriate]:

  • Has the power and authority to enter into this agreement
  • Has authorized the execution and performance of this agreement
  • Has executed the agreement and that it constitutes a legal, valid, and binding obligation of each party, enforceable in full against the party in accordance with its terms


“The Licensee indemnifies and holds harmless the Licensor against any claims, losses, damages, and/or expenses in any way resulting from or connected with the Licensee’s use of the intellectual property licensed under this agreement.”


“The Licensor and the Licensee must first attempt to resolve any and all disputes amicably in the best interests of both parties.

“Any dispute that cannot be resolved amicably shall be resolved through [choose one option]:

  • Court litigation: disputes arising from this agreement shall be resolved in the courts of the state of [insert name of state]
  • Binding arbitration in accordance with the rules of the American Arbitration Association
  • Mediation
  • Mediation followed by binding arbitration”


“Each party may terminate this agreement with immediate effect upon delivery of written notice to the other party, stating the grounds for termination. If the grounds for termination include a material breach of this agreement, the other party will be granted a period of [insert a number of days] to rectify the breach after receipt of written notice of the breach.”

Governing Law

“This agreement is governed by and construed in accordance with the laws of [insert state].”

Bear in mind that both parties should sign the agreement in the presence of a notary to make sure it carries as much legal weight as possible.

like this licensing agreement in a flash—read on to see how!

How Can DoNotPay Help With Legal Documents?

We understand how difficult it can be to write a contract, so we have developed a range of legal templates you can customize to your requirements.

All you need to do to create a customized legal document is:

  1. in your web browser
  2. Use the search function to find the document you need
  3. Fill in the details you want included
  4. Wait while we create your document

What Kind of Legal Documents Does DoNotPay Have?

We have a fast-growing range of documents for all kinds of situations—here are some examples:


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