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Commercial Use Agreement
"I need a Commercial Use Agreement for my Swiss software company to license our AI analytics platform to enterprise customers, with specific provisions for data protection and user limitations, planned to be implemented by March 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Use: Detailed description of the permitted commercial use and any restrictions
5. Term and Commencement: Duration of the agreement and effective date
6. Commercial Terms: Pricing, payment terms, and financial obligations
7. Obligations of the Provider: Key responsibilities and commitments of the providing party
8. Obligations of the User: Key responsibilities and commitments of the using party
9. Intellectual Property Rights: Ownership and usage rights of intellectual property
10. Confidentiality: Protection and handling of confidential information
11. Liability and Indemnification: Extent of liability and indemnification obligations
12. Termination: Conditions and process for terminating the agreement
13. General Provisions: Standard legal provisions including governing law, jurisdiction, and notices
14. Execution: Signature blocks and execution details
1. Data Protection: Required when personal data processing is involved, detailing compliance with Swiss FADP
2. Service Levels: Include when specific performance metrics need to be maintained
3. Export Control: Required for agreements involving cross-border transfer of goods or technology
4. Insurance: Include when specific insurance coverage requirements exist
5. Force Majeure: Optional but recommended for long-term agreements to address unforeseen circumstances
6. Anti-Corruption: Include when dealing with international commerce or public sector entities
7. Assignment and Subcontracting: Include when transfer of rights or subcontracting needs to be specifically regulated
8. Audit Rights: Include when one party needs rights to audit the other's compliance
9. Source Code Escrow: Include when software or technology access needs to be protected
1. Schedule 1 - Commercial Terms: Detailed pricing, payment terms, and commercial conditions
2. Schedule 2 - Technical Specifications: Detailed technical requirements and specifications
3. Schedule 3 - Service Levels: Detailed service level commitments and metrics
4. Schedule 4 - Support and Maintenance: Details of support and maintenance services
5. Appendix A - Authorized Users: List of authorized users or user categories
6. Appendix B - Acceptable Use Policy: Detailed rules and restrictions for use
7. Appendix C - Data Processing Terms: Detailed terms for handling and processing data
8. Appendix D - Security Requirements: Specific security measures and requirements
Authors
Applicable Law
Authorized Purpose
Authorized Users
Business Day
Commencement Date
Commercial Use
Confidential Information
Documentation
Effective Date
Fees
Force Majeure Event
Intellectual Property Rights
Licensed Materials
Permitted Use
Provider
Provider Materials
Services
Service Levels
Specifications
Term
Territory
User
User Data
Working Hours
Authorized Representative
Background IP
Change Control
Deliverables
Dispute
Good Industry Practice
Implementation Period
Initial Term
Maintenance Services
Payment Terms
Renewal Period
Security Requirements
Support Services
Technical Requirements
Third Party Materials
Commercial Terms
Payment Terms
Usage Rights
License Scope
Intellectual Property
Confidentiality
Data Protection
Service Levels
Performance Standards
Support and Maintenance
Warranties
Indemnification
Limitation of Liability
Force Majeure
Term and Termination
Assignment
Subcontracting
Audit Rights
Compliance
Anti-Corruption
Export Control
Insurance
Dispute Resolution
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Waiver
Amendment
Third Party Rights
Counterparts
Survival
Technology
Software
Manufacturing
Financial Services
Healthcare
Retail
Professional Services
Telecommunications
Media and Entertainment
Industrial
Consumer Goods
Energy
Logistics
Legal
Commercial
Business Development
Sales
Procurement
Compliance
Risk Management
Product Management
Operations
Contract Administration
Legal Counsel
Commercial Director
Business Development Manager
Contract Manager
Chief Commercial Officer
Licensing Manager
Product Manager
Sales Director
Procurement Manager
Chief Legal Officer
Commercial Operations Manager
Risk Manager
Compliance Officer
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