Are electronic signatures valid?

Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and retention requirements are met.

When must a BAA be in place?

If the agreement involves protected health information, a Business Associate Agreement is required under HIPAA before exchanging PHI; include it as an attachment or incorporated clause.

What reporting cadence should we use?

Choose a frequency that fits transaction volume—monthly for high-volume, quarterly for low-volume—and specify file format and reconciliation procedures to avoid disputes.

Define notice period, access scope, auditor qualifications, and remediation steps in the agreement; include cost-shifting if material underreporting is found.

Can the agreement be amended electronically?

Yes if the amendment is signed by authorized signatories using an agreed method; include an amendment clause specifying required form and approvals.

How to revoke or terminate rights?

Follow termination provisions in the agreement; revocation or cancellation should be delivered per the notice clause and preserve post-termination accounting and audit obligations.

Electronic Signature
Templates
Legal
Revenue Sharing Licence Agreement

Revenue Sharing Licence Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

REVENUE SHARING LICENCE AGREEMENT

This Revenue Sharing Licence Agreement ("Agreement") is made as of Effective Date: by and between Licensor Name: (entity type: Corporation LLC Individual/Other), with principal place of business at ; and Licensee Name: (entity type: Corporation LLC Individual/Other), with principal place of business at .

RECITALS

WHEREAS, Licensor owns or controls certain intellectual property and materials described as: (the "Licensed Materials"); and

WHEREAS, Licensee wishes to obtain, and Licensor is willing to grant, a licence to exploit the Licensed Materials in the Territory: on the revenue-sharing basis set forth herein; and

WHEREAS, the parties desire to set out their respective rights and obligations regarding exploitation, accounting and payment of revenues generated by Licensee's exploitation of the Licensed Materials.

NOW, THEREFORE, in consideration of the mutual covenants set forth below, the parties agree as follows:

1. DEFINITIONS

For purposes of this Agreement, the following terms have the meanings set forth below: "Gross Revenues" means all amounts actually received by Licensee or its affiliates attributable to exploitation of the Licensed Materials, less only customary refunds, returns and sales taxes; provided that Gross Revenues shall not be reduced by marketing costs, platform fees or indirect overhead unless expressly agreed. Any deviation to this definition must be set out in writing in Section 16 (Amendments).

2. GRANT OF LICENCE

2.1 Licence. Subject to the terms of this Agreement, Licensor grants to Licensee a Type of Licence: Exclusive Non-exclusive licence to use, reproduce, distribute and exploit the Licensed Materials in the Territory solely for the Purpose: , subject to the limitations in Section 7.

2.2 Restrictions. Licensee shall not sublicense, assign or otherwise transfer rights granted hereunder except as expressly permitted by Section 14. Licensee shall not make material alterations to the Licensed Materials without Licensor's prior written consent.

3. REVENUE SHARING

3.1 Sharing Percentage. Licensee shall pay Licensor a share equal to % of Gross Revenues received by Licensee in respect of the Licensed Materials during each Payment Period.

3.2 Calculation. Gross Revenues shall be calculated in accordance with generally accepted accounting principles consistently applied. Licensee shall include in Gross Revenues all amounts received from third parties and affiliates in connection with exploitation of the Licensed Materials.

4. REPORTING AND PAYMENT

4.1 Payment Period and Due Date. Payments shall be reported and paid within days after the end of each Payment Period.

4.2 Accounting. Each payment must be accompanied by a written report showing Gross Revenues, deductions and the resulting amount payable to Licensor, in reasonable detail sufficient to permit verification.

4.3 Audit Rights. Licensor shall have the right, not more than once per twelve (12) month period, and at Licensor's expense unless material underpayment is discovered, to audit Licensee's records relevant to Gross Revenues upon reasonable prior notice and during normal business hours. Licensee shall retain such records for at least three (3) years following the end of each Payment Period.

5. PAYMENT MECHANICS

Payment Method Bank Name Account Details / Reference

6. TERM AND TERMINATION

6.1 Term. The initial Term shall commence on the Effective Date and continue for years, unless earlier terminated in accordance with this Agreement.

6.2 Termination for Breach. Either party may terminate this Agreement on written notice if the other party materially breaches any obligation under this Agreement and fails to cure such breach within days after receipt of written notice specifying the breach.

6.3 Effect of Termination. Termination shall not relieve Licensee of its obligation to pay accrued amounts owing to Licensor. Upon termination Licensee shall cease use of the Licensed Materials except to the extent required to wind down active customer obligations in a commercially reasonable manner for a period not exceeding days.

7. INTELLECTUAL PROPERTY

7.1 Ownership. Licensor retains all right, title and interest in and to the Licensed Materials and all associated intellectual property rights. Licensee acquires only the rights expressly granted in this Agreement.

7.2 Marks and Attribution. Any use of Licensor's trade names, logos or trademarks shall be subject to Licensor's prior written approval, which shall not be unreasonably withheld. Licensee shall attribute ownership as reasonably directed by Licensor.

8. CONFIDENTIALITY

Each party shall maintain in confidence information disclosed by the other party that is designated confidential or that reasonably should be understood to be confidential, and shall not use such information except to perform its obligations under this Agreement. Confidentiality obligations survive termination for a period of three (3) years except for trade secrets, which shall be protected as long as they retain trade secret status.

9. REPRESENTATIONS AND WARRANTIES

9.1 Mutual Reps. Each party represents and warrants that it has full corporate power and authority to enter into this Agreement and that the Agreement constitutes a valid and binding obligation enforceable in accordance with its terms.

Licensor Representations (if additional)

10. INDEMNIFICATION

Licensee shall indemnify, defend and hold harmless Licensor from and against any third party claims, liabilities, losses or expenses (including reasonable attorneys' fees) arising out of Licensee's exploitation of the Licensed Materials, breach of this Agreement, or negligence. Licensor shall indemnify Licensee for claims alleging that the Licensed Materials, as delivered by Licensor, infringe a third party's intellectual property rights, subject to Licensor's control of the defence and settlement of such claim.

11. LIMITATION OF LIABILITY

Except for liability arising from willful misconduct, gross negligence, breach of confidentiality, or indemnification obligations, neither party shall be liable to the other for indirect, consequential, special or punitive damages. The aggregate liability of either party for direct damages shall not exceed or the total amounts paid under this Agreement in the preceding twelve (12) months, whichever is greater.

12. TAXES

Each party is responsible for its own taxes arising from amounts payable under this Agreement. Licensee may withhold taxes where required by law and shall provide Licensor with documentation of such withholding.

13. NOTICES

All notices must be in writing and delivered by hand, certified mail (return receipt requested), or overnight courier to the addresses below or to such other address as either party designates by notice.

Licensor Notice Address Licensor Contact Licensee Notice Address Licensee Contact

14. ASSIGNMENT

Neither party may assign this Agreement without the prior written consent of the other party, except that Licensee may assign to an acquirer of substantially all of its assets or equity so long as the assignee assumes Licensee's obligations hereunder in writing.

15. AMENDMENTS; WAIVER

Any amendment or waiver of any provision of this Agreement must be in writing and signed by authorized representatives of both parties. No waiver of any breach shall constitute a waiver of any subsequent breach.

16. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of: without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the courts located in that jurisdiction for disputes arising out of this Agreement.

17. ENTIRE AGREEMENT; SEVERABILITY; COUNTERPARTS

This Agreement constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior agreements and understandings. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. This Agreement may be executed in counterparts, each of which shall be an original and all of which together shall constitute one agreement.

LICENSOR:

By:

Date:

LICENSEE:

By:

Date:

What a Revenue Sharing Licence Agreement Is and When It Applies

A Revenue Sharing Licence Agreement allocates rights to monetize intellectual property, products, or services and specifies how gross or net revenue will be divided between the licensor and licensee. It combines a license grant, revenue split (fixed percentage or tiered), reporting and audit rights, payment timing, term and renewal rules, and termination conditions. The agreement also addresses recordkeeping, tax treatment, confidentiality, and remedies for breach. Parties use it to document commercial collaborations where ongoing payments depend on measurable sales or usage metrics tied to licensed rights.

Why Draft a Clear Revenue Sharing Licence Agreement

A precise agreement reduces disputes over payments, clarifies reporting and audit access, and sets enforceable remedies. It helps align incentives, mitigates tax and compliance risk, and provides an evidentiary record useful for audits or legal enforcement.

Who Typically Prepares and Signs This Agreement

Organizations that license IP or distribution rights commonly use this agreement to govern ongoing revenue splits and operational reporting.

Independent creators and licensors sharing revenue with platforms or distributors, where scalable monetization requires clear payment terms and reporting obligations.
Software or content platforms licensing third-party works and distributing revenue to creators or resellers based on usage or sales metrics.
Corporate partnerships and channel agreements where sales agents, affiliates, or co-development partners receive a share of revenue under measurable conditions.

Signatories range from startups and independent creators to enterprises and channel partners; roles and authority should be specified in the signature block.

Typical Signatory Roles

Licensor

The party granting the licence (owner of IP or product). Responsible for clarifying scope, permitted use, and any restrictions; typically retains audit rights and may require minimum reporting standards to verify revenue calculations.

Licensee

The party receiving the licence to exploit the asset commercially. Responsible for accurate reporting, remitting payments per the agreement, maintaining books and records, and allowing audits as specified in the contract.

Core Clauses Every Professional Agreement Should Include

A professional Revenue Sharing Licence Agreement contains explicit provisions that define rights, accounting, payment mechanics, and dispute resolution to reduce ambiguity.

Grant

Clear description of licensed rights (territory, exclusivity, sublicensing, field of use) and limits on permitted commercialization to prevent accidental overreach or conflicting licenses.

Revenue Split

Exact formula for revenue allocation (percentage, tiered bands, gross vs net definitions) and rules for deductions, chargebacks, returns, and refunds that affect payments.

Reporting

Frequency and format of revenue reports, required supporting data (sales logs, invoices), and delivery methods; specify retention period for underlying records.

Payment Terms

Timing, currency, method of payment, late-payment interest, and minimum payment thresholds; include procedures for reconciliation and correction of errors.

Audit Rights

Scope, notice period, permitted auditors, access to books, and consequences of underreporting (repayment, interest, costs, and potential termination).

Termination

Events permitting termination, survival of payment and audit obligations, post-termination accounting, and disposition of licensed materials or inventory.

Step-by-Step: How to Complete and Execute the Agreement

Follow these sequential steps to draft, review, and finalize the Revenue Sharing Licence Agreement with minimal friction.

01

Draft terms: Define scope, revenue formula, and reporting requirements clearly.
02

Internal review: Have legal and finance review accounting and tax implications.
03

Negotiate: Resolve open items and confirm audit and termination clauses.
04

Execute: Gather authorized signatures and record the executed copy securely.

Configuring an Online Workflow for Execution

Set up a repeatable digital workflow to collect signatures, route reports, and retain executed copies automatically.

Field	Configuration
Signature Order	Sequential or parallel signing based on role and authority
Authentication	Email link or SMS code; use stronger ID verification for high-value deals
Template	Create a reusable template with conditional fields and calculated revenue formulas
Reminders & Storage	Auto-reminders and archival to secure cloud storage for auditability

Typical Digital Execution Flow

A standard e-signing flow reduces turnaround time and creates an immutable audit record for revenue reconciliation and compliance.

Upload Document: Sender uploads the finalized agreement to the signing platform.
Place Fields: Add signature, date, and data fields for each party.
Send to Signers: Send secure links or emails to each authorized signer.
Complete & Archive: Signed copies and audit trail are stored for retrieval.

Digital Signing Considerations and Integrations

Choose a platform that supports secure audit trails, industry compliance, and the integrations you need for reporting and payments.

File Formats: PDF and DOCX supported for signed outputs
Integrations: Connectors for CRM, ERP, and cloud storage
Authentication: Email, SMS, or advanced signer verification

Essential Information and Fields to Include

Parties' Legal Names: Exact entity names

Revenue Split: Percentages and basis

Agreement Term: Start and end dates

Payment Terms: Due dates and methods

Audit Rights: Scope and notice period

Governing Law: Chosen state law

Common Risks and Contractual Consequences

Breach Liability: Damages and specific performance

Tax Exposure: Incorrect reporting and penalties

Backup Withholding: 24% applied for missing TIN

Auditor Findings: Repayment plus interest

Termination Costs: Settlements and wind-down expenses

Enforceability Risk: Vague terms may be invalidated

Frequent Preparation Mistakes to Avoid

Using 'net revenue' without a clear deduction list leads to disputes over allowable expenses and reduces predictability for both parties.
Failing to define reporting cadence and required supporting detail (transaction-level data) makes audits costly and slow to resolve.
Not specifying currency or exchange-rate rules for cross-border deals can create variability in payments and tax complications.
Allowing vague termination language that does not preserve post-termination accounting obligations can prevent recovery of unpaid royalties.

Typical eSignature Pricing and Feature Comparison for Executing Agreements

Compare common eSignature plans and features used to execute Revenue Sharing Licence Agreements; signNow is listed first per vendor ordering rules.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial	Trial available	Trial available	Trial available	Trial available
Bulk Send	Available	Available	Available	Available	Available
Audit Trail	Yes	Yes	Yes	Yes	Yes
Envelope Cap	No envelope cap	100 envelopes/user/year	Varies by plan	Varies by plan	Varies by plan

Frequently Asked Questions About Revenue Sharing Licence Agreements

Answers to common practical and compliance questions encountered when drafting, signing, and administering revenue sharing agreements.

Need help? Contact support

Are electronic signatures valid?
Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and retention requirements are met.
When must a BAA be in place?
If the agreement involves protected health information, a Business Associate Agreement is required under HIPAA before exchanging PHI; include it as an attachment or incorporated clause.
What reporting cadence should we use?
Choose a frequency that fits transaction volume—monthly for high-volume, quarterly for low-volume—and specify file format and reconciliation procedures to avoid disputes.
How do audits work?
Define notice period, access scope, auditor qualifications, and remediation steps in the agreement; include cost-shifting if material underreporting is found.
Can the agreement be amended electronically?
Yes if the amendment is signed by authorized signatories using an agreed method; include an amendment clause specifying required form and approvals.
How to revoke or terminate rights?
Follow termination provisions in the agreement; revocation or cancellation should be delivered per the notice clause and preserve post-termination accounting and audit obligations.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now