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Exclusive License Agreement

Free exclusive license agreement template — a licensor grants a licensee the sole right to use specific intellectual property, excluding even the licensor.

This free exclusive license agreement covers 1. Grant of Exclusive License, 2. Royalties/Fees, 3. Term, 4. Diligence Obligations, 5. Sublicensing with 13 clearly marked [placeholder] fields to fill in — built for founders, freelancers, and small business owners formalizing a business decision or agreement without paying a lawyer to draft it from scratch. Copy it into your own word processor, fill in the placeholders, and review it — or adapt it — before use. It's part of docstoc's free document template library, alongside business, legal, real estate, finance, and HR templates. Every template here is free to copy with no signup required, and each one carries a plain disclaimer: this is a starting point for informational purposes, not a substitute for advice from a licensed professional in your jurisdiction.

Template — click to edit

Exclusive License Agreement

Licensor: [Name] · Licensee: [Name] · Licensed IP: [Description — patent, trademark, copyright, or other IP] · Date: [Date]

1. Grant of Exclusive License

Licensor grants Licensee an EXCLUSIVE license to [use/manufacture/sell/distribute] the Licensed IP within [Territory] and [Field of Use], for the Term of this Agreement. This exclusivity means neither Licensor nor any other party — including Licensor itself — may exercise these rights during the Term.

2. Royalties/Fees

[ ] Upfront fee of [Amount]. [ ] Ongoing royalty of [%] of [net sales], paid [Frequency], [with a minimum annual royalty of [Amount] required to maintain exclusivity].

3. Term

This Agreement runs for [Term], [with renewal options as described].

4. Diligence Obligations

To maintain exclusivity, Licensee must [meet minimum sales targets / achieve specified commercialization milestones by [Dates]]. Failure to meet these may allow Licensor to convert the license to non-exclusive or terminate it.

5. Sublicensing

[ ] Licensee may sublicense with Licensor's prior written consent. [ ] Sublicensing is not permitted.

6. Quality Control (for trademark licenses)

Licensor retains the right to monitor and approve the quality of goods/services offered under the licensed trademark.

7. Reversion

Upon termination, all rights granted revert to Licensor, and Licensee will cease use of the Licensed IP.


Licensor: ______________________ Date: ____________ Licensee: ______________________ Date: ____________

*This document is provided for informational and educational purposes only and does not constitute legal advice. Tying exclusivity to real diligence obligations (Section 4) protects the licensor from a licensee who locks up valuable IP and then never actually brings it to market — exclusivity without performance requirements can leave a licensor's technology sitting unused for years.*

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What's included

Who this template is for

Freelancers & solo founders

Handling routine business paperwork without commissioning custom legal drafting for every document.

Small businesses

Standardizing recurring documents — leases, agreements, notices — across a growing operation.

Anyone reviewing before signing

Using a clear starting structure to understand what a document should cover, even if a lawyer finalizes it.

Early-stage businesses

Getting the basics documented before things get more complex.

FAQ

Is this exclusive license agreement template really free?

Yes. Like every template in docstoc's library, this exclusive license agreement is free to use, with no account or signup needed to view, edit, or download it.

What does this exclusive license agreement cover?

This business template includes 1. Grant of Exclusive License, 2. Royalties/Fees, 3. Term, 4. Diligence Obligations. Fill in the [bracketed] placeholders, edit any clause online, then download a PDF — the docstoc.io footer stays on every export.

Is this legal advice?

No. This is a general-purpose starting structure, not advice for your specific situation. Business agreements can hinge on details — state of formation, industry-specific regulation, how a dispute would actually play out — that a template can't account for. Have a business attorney review anything that involves real money or real risk before you rely on it.

Can I edit the wording?

Yes — edit directly on the page, adjust any section or clause, and re-fill the 13 placeholder fields to match your situation before downloading a PDF. It's a starting structure, not a rigid script.

Where can I find more free templates like this?

Browse more free business and related document templates in the docstoc library at /document-templates/.

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