A license assumes that one party authorizes another to use a right. The model works when ownership and the authorized subject matter are clear. It may fail where a product combines different contributions and no party controls every necessary asset.
The question before drafting
Before drafting clauses, map trademarks, characters, illustrations, text, rules, designs, files, know-how and financial contributions. Then identify ownership, authorization rights and required approvals.
The risk of fictional ownership
An agreement stating that one party owns everything may look simple, but creates problems when approving modifications, producing new versions, licensing third parties or ending the collaboration.
Joint exploitation
Where contributions remain separate, it may be more accurate to regulate joint exploitation: purpose, territories, versions, revenue, costs, approvals, registrations, enforcement and termination.
The agreement should organize the reality of the asset, not replace it with a convenient sentence.
The right structure depends on applicable rights, the creation history and the commercial objective. An asset and contribution inventory should therefore precede the choice of agreement.