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Manufacturing Licence Agreement Template for New Zealand

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Key Requirements PROMPT example:

Manufacturing Licence Agreement

"I need a Manufacturing License Agreement for my medical device company to license the manufacturing of our patented surgical equipment to a manufacturer in Auckland, with strict quality control requirements and an exclusive territory covering New Zealand and Australia, starting from March 2025."

Document background
The Manufacturing License Agreement is a crucial document used when a business wants to authorize another entity to manufacture products using its intellectual property, technology, or proprietary processes. This agreement, governed by New Zealand law, is particularly relevant in scenarios where companies seek to expand manufacturing capabilities without direct investment in production facilities. It covers essential aspects such as manufacturing rights, quality control, royalty structures, and intellectual property protection, while ensuring compliance with New Zealand's regulatory framework, including the Contract and Commercial Law Act 2017, Fair Trading Act 1986, and relevant manufacturing regulations. The agreement is designed to protect both the licensor's intellectual property rights and the licensee's manufacturing interests while establishing clear operational parameters and commercial terms.
Suggested Sections

1. Parties: Identifies and provides full legal details of the licensor and licensee

2. Background: Sets out the context of the agreement, including the licensor's ownership of relevant IP and the licensee's manufacturing capabilities

3. Definitions: Defines key terms used throughout the agreement

4. Grant of License: Specifies the scope, nature (exclusive/non-exclusive), and territory of the manufacturing license

5. Term and Renewal: Specifies the duration of the agreement and any renewal provisions

6. Manufacturing Requirements: Details the manufacturing specifications, quality standards, and production requirements

7. Quality Control: Outlines quality assurance processes, testing requirements, and approval procedures

8. Intellectual Property Rights: Clarifies ownership of IP and any improvements or modifications

9. Royalties and Payments: Details the financial terms, including royalty calculations, payment schedules, and reporting requirements

10. Records and Audits: Specifies record-keeping requirements and audit rights

11. Confidentiality: Protects confidential information exchanged during the manufacturing relationship

12. Warranties and Indemnities: Sets out warranties regarding IP rights, product quality, and related indemnification obligations

13. Termination: Specifies grounds for termination and post-termination obligations

Optional Sections

1. Sub-licensing Rights: Include when the licensee may need to sub-contract manufacturing or grant sub-licenses

2. Distribution Rights: Include when the licensee is also granted rights to distribute the manufactured products

3. Technology Transfer: Include when significant technical knowledge transfer is required from licensor to licensee

4. Minimum Performance Requirements: Include when setting specific production or sales targets

5. Environmental Compliance: Include when manufacturing involves significant environmental considerations

6. Export Controls: Include when products may be subject to export restrictions

7. Non-Competition: Include when restricting licensee's ability to manufacture competing products

8. Insurance Requirements: Include when specific insurance coverage is required for manufacturing operations

Suggested Schedules

1. Licensed Products: Detailed specifications of products covered by the license

2. Manufacturing Specifications: Technical requirements and standards for manufacturing

3. Quality Control Procedures: Detailed quality assurance processes and acceptance criteria

4. Royalty Calculations: Detailed formula and examples for calculating royalties

5. Approved Manufacturing Facilities: List and details of authorized manufacturing locations

6. Technical Documentation: Manufacturing processes, methods, and technical know-how

7. Trademark Usage Guidelines: Rules for using licensor's trademarks on manufactured products

8. Reporting Templates: Standard forms for production reports and royalty calculations

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

Manufacturing

Technology

Consumer Goods

Industrial Products

Pharmaceuticals

Electronics

Automotive

Food and Beverage

Textiles

Medical Devices

Chemical Processing

Aerospace

Relevant Teams

Legal

Operations

Manufacturing

Quality Assurance

Intellectual Property

Commercial

Production

Compliance

Supply Chain

Research and Development

Procurement

Business Development

Relevant Roles

Legal Counsel

Manufacturing Director

Operations Manager

Quality Control Manager

Intellectual Property Manager

Commercial Director

Production Manager

Compliance Officer

Contract Manager

Chief Technology Officer

Supply Chain Manager

Business Development Director

Chief Operating Officer

Procurement Manager

Technical Director

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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