Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}} | Email: {{email}}
Website: {{website}}
NON-EXCLUSIVE LICENSE TO MANUFACTURE AGREEMENT
This Non-Exclusive License to Manufacture Agreement ("Agreement") is made and entered into effective as of {{effective_date}} (the "Effective Date"), By and Between:
{{licensor_company_name}}, a company duly incorporated under the laws of {{licensor_jurisdiction}}, with its principal place of business at {{licensor_address}} (hereinafter referred to as "Licensor");
AND
{{licensee_company_name}}, a company duly incorporated under the laws of {{licensee_jurisdiction}}, with its principal place of business at {{licensee_address}} (hereinafter referred to as "Licensee").
Collectively referred to as the "Parties" and individually as a "Party".
RECITALS
WHEREAS, Licensor is the sole and exclusive owner of certain intellectual property, including but not limited to, {{description_of_intellectual_property}} (the "Licensed IP");
WHEREAS, Licensee desires to obtain a non-exclusive license to manufacture products using the Licensed IP within the Agreed Territory;
WHEREAS, Licensor is willing to grant such a non-exclusive license to Licensee under the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Parties agree as follows:
1. GRANT OF LICENSE
1.1. Licensor hereby grants to Licensee, and Licensee hereby accepts, a non-exclusive, non-transferable, and non-sublicensable license to use the Licensed IP solely for the purpose of manufacturing {{description_of_products_to_manufacture}} (the "Licensed Products") within the territory of {{agreed_territory}} (the "Agreed Territory").
1.2. This license expressly excludes the right to sell, distribute, or otherwise commercialize the Licensed Products, except as may be separately agreed upon in writing by the Parties.
2. TERM AND TERMINATION
2.1. This Agreement shall commence on the Effective Date and shall continue for a period of {{term_duration}} (e.g., five years) unless terminated earlier in accordance with the provisions of this Agreement.
2.2. Either Party may terminate this Agreement upon {{notice_period}} (e.g., thirty (30) days) prior written notice to the other Party in the event of a material breach of any provision of this Agreement by the other Party, provided that such breach remains uncured at the expiration of the notice period.
3. ROYALTIES AND PAYMENTS
3.1. In consideration for the license granted herein, Licensee shall pay to Licensor a royalty of {{royalty_percentage}}% of the net sales price of each Licensed Product manufactured by Licensee.
3.2. Royalties shall be paid on a {{payment_frequency}} basis (e.g., quarterly), within {{payment_days}} (e.g., thirty (30) days) after the end of each {{payment_period_end_date}} (e.g., calendar quarter).
3.3. All payments shall be made in {{currency}} to the bank account designated by Licensor.
4. QUALITY CONTROL
4.1. Licensee shall manufacture the Licensed Products in a good and workmanlike manner, in accordance with the specifications and quality standards provided by Licensor, attached hereto as Schedule A. Licensor reserves the right to inspect Licensee’s manufacturing facilities and processes periodically to ensure compliance with these standards.
5. CONFIDENTIALITY
5.1. Both Parties agree to keep confidential all non-public information disclosed by the other Party in connection with this Agreement, including but not limited to the Licensed IP, manufacturing processes, and business strategies. This obligation of confidentiality shall survive the termination of this Agreement for a period of {{confidentiality_period}}.
6. INDEMNIFICATION
6.1. Licensee shall indemnify, defend, and hold harmless Licensor from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with Licensee's manufacture, use, or sale of the Licensed Products, or any breach of this Agreement by Licensee.
7. GOVERNING LAW AND DISPUTE RESOLUTION
7.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.
7.2. Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be resolved through amicable negotiation between the Parties. If the dispute cannot be resolved through negotiation within {{negotiation_period}} (e.g., sixty (60) days), either Party may refer the dispute to mediation in accordance with the rules of {{mediation_institution}}.
7.3. If mediation fails, the dispute shall be finally settled by arbitration in accordance with the rules of {{arbitration_institution}} by one or more arbitrators appointed in accordance with the said Rules. The seat of arbitration shall be {{arbitration_seat}} and the language of the arbitration shall be English.
SIGNATURES
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date.
LICENSOR:
___________________________
By: {{licensor_authorized_signatory_name}}
Title: {{licensor_authorized_signatory_title}}
Date: {{licensor_signature_date}}
LICENSEE:
___________________________
By: {{licensee_authorized_signatory_name}}
Title: {{licensee_authorized_signatory_title}}
Date: {{licensee_signature_date}}
Related templates
Invoice
This invoice template is used to bill clients for goods or services rendered. It provides a clear breakdown of costs, payment terms, and contact information for both parties.
Commission Split Agreement
This document outlines the terms and conditions for splitting commissions between two or more parties. It is essential for formalizing agreements in sales or partnership contexts.
Tax Registration Checklist (South Africa)
A comprehensive checklist for South African SMEs to ensure all necessary documentation and information are prepared for tax registration with SARS.
Employee Leave Tracker
A comprehensive template for tracking employee leave efficiently, ensuring compliance with South African labor laws.