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Software License Agreement
"I need a Software License Agreement for enterprise-level accounting software to be deployed across our Australian offices, including custom modifications, support services, and implementation timeline starting March 2025, with specific provisions for data privacy and source code escrow."
1. Parties: Identification of the licensor and licensee with full legal details
2. Background: Context of the agreement, brief description of the software, and purpose of the license
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. License Grant: Scope and nature of the license, including usage rights and restrictions
5. License Fees and Payment: Payment terms, fee structure, and payment schedules
6. Intellectual Property Rights: Declaration of IP ownership and protection of rights
7. Confidentiality: Protection of confidential information and trade secrets
8. Term and Termination: Duration of agreement, renewal terms, and termination conditions
9. Warranties and Disclaimers: Software warranties, performance guarantees, and limitations
10. Limitation of Liability: Caps on liability and exclusions of certain types of damages
11. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment
1. Professional Services: Terms for additional services like implementation or customization, used when professional services are part of the deal
2. Service Level Agreement: Performance metrics and service standards, important for cloud-based or mission-critical software
3. Data Protection and Privacy: Specific privacy obligations and data handling requirements, required if personal data is processed
4. Source Code Escrow: Terms for source code escrow arrangements, used for enterprise-critical software
5. Audit Rights: Right to audit usage and compliance, important for licensed software with usage restrictions
6. Export Control: Export compliance terms, needed if software is subject to export restrictions
7. High Availability and Disaster Recovery: Terms for ensuring system availability and backup procedures, crucial for enterprise software
1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the licensed software
2. Schedule 2 - License Fees: Detailed pricing structure, payment schedules, and fee calculations
3. Schedule 3 - Support and Maintenance Terms: Detailed support levels, response times, and maintenance services
4. Schedule 4 - Service Level Metrics: Specific performance metrics, uptime guarantees, and remedies
5. Schedule 5 - Approved Users/Locations: List of authorized users or locations where software may be used
6. Appendix A - Technical Requirements: Minimum system requirements and technical specifications
7. Appendix B - Security Requirements: Security standards and protocols to be maintained
Authors
Affiliate
Authorized Users
Business Day
Commencement Date
Confidential Information
Configuration
Documentation
Effective Date
Error
Fees
Force Majeure Event
Harmful Code
Implementation Services
Initial Term
Intellectual Property Rights
License
License Key
Licensed Software
Maintenance Release
Major Release
Minor Release
Modification
Normal Business Hours
Personal Information
Personnel
Professional Services
Renewal Term
Service Level Agreement
Software
Source Code
Specifications
Support Services
System Requirements
Term
Territory
Third Party Software
Updates
Upgrades
User Acceptance Testing
User Documentation
Usage Rights
License Restrictions
Intellectual Property
Payment Terms
Support and Maintenance
Service Levels
Warranties
Liability Limitation
Indemnification
Confidentiality
Data Protection
Privacy
Term and Termination
Force Majeure
Assignment
Audit Rights
Export Control
Dispute Resolution
Governing Law
Insurance
Notice
Entire Agreement
Severability
Variation
Third Party Rights
Survival
Performance
Security
Installation
Updates and Upgrades
Documentation
Training
Acceptance Testing
Escrow
Information Technology
Financial Services
Healthcare
Education
Government
Retail
Manufacturing
Professional Services
Telecommunications
Mining and Resources
Construction
Media and Entertainment
Legal
Information Technology
Procurement
Compliance
Information Security
Operations
Risk Management
Commercial
Vendor Management
Software Development
Enterprise Architecture
Chief Technology Officer
IT Director
Legal Counsel
Procurement Manager
Software Development Manager
Compliance Officer
Information Security Manager
Contract Administrator
Enterprise Architect
Operations Manager
Chief Information Officer
Risk Manager
Commercial Manager
Vendor Manager
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Genie’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
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All data stored on Genie is private to your organisation
Your documents are protected:
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Our bank-grade security infrastructure undergoes regular external audits
We are ISO27001 certified, so your data is secure
Organizational security
You retain IP ownership of your documents
You have full control over your data and who gets to see it
Innovation in privacy:
Genie partnered with the Computational Privacy Department at Imperial College London
Together, we ran a £1 million research project on privacy and anonymity in legal contracts
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