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Development License Agreement Template for Canada

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Key Requirements PROMPT example:

Development License Agreement

"I need a Development License Agreement for a software company in Vancouver that will be licensing our AI technology to a healthcare technology developer, with strict data protection provisions and milestone-based development requirements to be completed by March 2025."

Document background
The Development License Agreement is essential in technology-driven industries where companies need to build upon or enhance existing technologies. This agreement type is commonly used in Canada when a technology owner wishes to permit another party to develop or modify their intellectual property while maintaining certain controls and rights. The document addresses critical elements such as development scope, IP ownership, technical requirements, quality standards, and commercial terms, all within the framework of Canadian law. It's particularly important in scenarios involving software development, biotechnology, or other technical fields where careful control of IP rights and development standards is crucial. The agreement ensures compliance with Canadian intellectual property laws, privacy regulations, and competition laws while providing clear guidelines for development activities, deliverables, and acceptance criteria.
Suggested Sections

1. Parties: Identification of the licensor and licensee, including full legal names and registered addresses

2. Background: Context of the agreement, including brief description of the licensed technology and development purpose

3. Definitions: Defined terms used throughout the agreement, including technical terms specific to the development project

4. Grant of License: Scope of license, including development rights, restrictions, and any territorial limitations

5. Development Obligations: Specific obligations of the licensee regarding development activities, timelines, and deliverables

6. Intellectual Property Rights: Ownership of pre-existing IP, newly developed IP, and improvements

7. Technical Support and Documentation: Licensor's obligations regarding technical assistance, training, and documentation

8. Quality Control and Acceptance: Standards, testing procedures, and acceptance criteria for developments

9. Commercial Terms: License fees, development fees, royalties, and payment terms

10. Confidentiality: Protection of confidential information exchanged during development

11. Term and Termination: Duration of agreement, renewal terms, and termination provisions

12. Post-Termination Rights: Rights and obligations that survive termination

13. General Provisions: Standard legal provisions including governing law, dispute resolution, and force majeure

Optional Sections

1. Commercialization Rights: Include when licensee has rights to commercialize developed products

2. Sub-licensing Rights: Include when licensee is permitted to sub-license developments

3. Open Source Components: Include when development involves open source software

4. Export Control: Include for technology subject to export control regulations

5. Data Protection: Include when development involves processing personal data

6. Change Control: Include when formal change management procedures are required

7. Service Levels: Include when specific performance metrics apply to development

8. Insurance: Include when specific insurance requirements are necessary

Suggested Schedules

1. Schedule A - Licensed Technology: Detailed description of licensed technology, including technical specifications

2. Schedule B - Development Specifications: Detailed technical requirements and specifications for development

3. Schedule C - Acceptance Testing Procedures: Specific procedures and criteria for acceptance testing

4. Schedule D - Commercial Terms: Detailed fee structure, payment schedules, and royalty calculations

5. Schedule E - Support Services: Details of technical support, maintenance, and training to be provided

6. Schedule F - Project Timeline: Development milestones, deadlines, and delivery schedule

7. Appendix 1 - Technical Documentation: Reference technical documentation for the licensed technology

8. Appendix 2 - Approved Sub-contractors: List of approved sub-contractors if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions


















































Clauses









































Relevant Industries

Software Development

Biotechnology

Pharmaceutical

Manufacturing

Telecommunications

Artificial Intelligence

Gaming and Entertainment

Healthcare Technology

Automotive

Clean Technology

Financial Technology

Internet of Things

Robotics

Semiconductor

Relevant Teams

Legal

Research and Development

Product Development

Intellectual Property

Commercial

Technology Licensing

Software Development

Innovation

Business Development

Operations

Technical Projects

Compliance

Relevant Roles

Chief Technology Officer

Head of Legal

IP Counsel

Development Manager

Product Manager

Technology Licensing Manager

Chief Legal Officer

Research and Development Director

Commercial Director

Legal Counsel

Software Development Manager

Innovation Director

Business Development Manager

Contract Manager

Chief Operating Officer

Technical Project Manager

IP Portfolio Manager

Industries









Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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