Technology Licensing Agreement Template

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Technology License Agreement Template Google Docs, Word, Apple Pages
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Table of Contents


A technology licensing agreement is a legal contract that allows one party (the licensor) to grant another party (the licensee) the right to use, produce, or sell a specific technology or intellectual property. This agreement outlines the terms and conditions under which the licensee can utilize the technology, including any restrictions or limitations.

Technology licensing agreements are common in various industries, including software, pharmaceuticals, and manufacturing. These agreements provide businesses with a way to commercialize their innovations while protecting their intellectual property rights.

Key Terms

When drafting a technology licensing agreement, it is important to include specific key terms to ensure both parties are clear on their rights and obligations. Some key terms to consider include:

  • Licensor and licensee: Clearly identify the parties involved in the agreement.
  • Technology description: Provide a detailed description of the technology being licensed.
  • License scope: Specify the permitted use, territory, and duration of the license.
  • Intellectual property rights: Clearly state the ownership and protection of the intellectual property.
  • Payment terms: Outline any upfront fees, royalties, or other financial arrangements.

Important Clauses

There are several important clauses that should be included in a technology licensing agreement to protect the interests of both parties:

  • Confidentiality clause: This clause ensures that both parties keep any confidential information shared during the agreement confidential.
  • Indemnification clause: This clause protects the licensor from any claims or damages resulting from the licensee’s use of the technology.
  • Termination clause: This clause outlines the circumstances under which either party can terminate the agreement.
  • Dispute resolution clause: This clause specifies the method of resolving any disputes that may arise during the agreement.


A technology licensing agreement offers several benefits to both the licensor and the licensee:

  • Revenue generation: For the licensor, licensing technology can be a lucrative source of revenue without the need for extensive production or marketing.
  • Access to innovation: For the licensee, technology licensing provides access to valuable innovations without the need for costly research and development.
  • Market expansion: Licensing technology allows the licensor to enter new markets through partnerships with licensees who have established distribution channels.
  • Risk sharing: By entering into a licensing agreement, both parties share the risks and costs associated with developing and commercializing new technology.

Best Practices

When creating a technology licensing agreement, it is important to follow these best practices:

  • Clearly define the rights and obligations of both parties to avoid any misunderstandings or disputes.
  • Ensure the agreement complies with any relevant laws and regulations.
  • Include provisions for regular audits to ensure compliance with the agreement.
  • Consider the need for any additional support or training to facilitate the licensee’s effective use of the technology.

Common Mistakes

Here are some common mistakes to avoid when drafting a technology licensing agreement:

  • Failing to clearly define the scope of the license, leading to disputes over its permitted use.
  • Omitting important clauses, such as confidentiality or termination, which can leave both parties vulnerable.
  • Not conducting thorough due diligence on the licensee’s capabilities and financial stability.
  • Neglecting to regularly review and update the agreement as technology and business needs evolve.


A technology licensing agreement is a valuable tool for businesses looking to commercialize their innovations or gain access to new technologies. By including key terms and important clauses, businesses can protect their intellectual property rights and ensure a mutually beneficial partnership with licensees. Following best practices and avoiding common mistakes will help create a solid agreement that benefits all parties involved.

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