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Program License
1. Parties: Identification of the licensor and licensee, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, including brief description of the software and purpose of the license
3. Definitions: Definitions of key terms used throughout the agreement, including 'Software', 'Documentation', 'Intellectual Property Rights', etc.
4. License Grant: Scope of the license, including type (exclusive/non-exclusive), territory, and permitted uses
5. License Restrictions: Specific prohibitions and limitations on use of the software
6. Delivery and Installation: Terms regarding software delivery, installation process, and acceptance criteria
7. License Fees: Payment terms, fee structure, and payment schedule
8. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
9. Warranties and Representations: Warranties regarding software functionality, IP rights, and compliance with laws
10. Support and Maintenance: Terms for technical support and software updates
11. Confidentiality: Protection of confidential information exchanged under the agreement
12. Term and Termination: Duration of the agreement and termination rights
13. Liability and Indemnification: Limitations of liability and indemnification obligations
14. General Provisions: Standard legal provisions including governing law, jurisdiction, and entire agreement
1. Data Processing Terms: Required if the software processes personal data, ensuring GDPR compliance
2. Source Code Escrow: Optional provision for source code deposit with third party, typically for mission-critical software
3. Export Control: Required if the software is subject to export control regulations
4. Service Level Agreement: Optional section defining performance metrics and service levels
5. Audit Rights: Optional provision allowing licensor to audit licensee's use of the software
6. Training and Implementation: Optional section for complex software requiring specific implementation services
7. Third-Party Software: Required if the software incorporates third-party components
8. Competition Compliance: Required for licenses with territorial restrictions or market impact
1. Software Description: Detailed technical specification of the licensed software
2. License Fees Schedule: Detailed breakdown of license fees and payment terms
3. Service Level Agreement: Detailed performance metrics and service levels
4. Support and Maintenance Terms: Detailed support services and maintenance procedures
5. Acceptable Use Policy: Detailed rules and guidelines for software usage
6. Data Processing Agreement: Detailed terms for personal data processing if applicable
7. Technical Requirements: Minimum system requirements and technical specifications
8. Implementation Plan: Timeline and milestones for software implementation if applicable
Authors
Affiliate
Authorized Users
Business Day
Confidential Information
Documentation
Effective Date
Error
Fees
Force Majeure
Intellectual Property Rights
License Key
Licensed Software
Maintenance Services
Object Code
Personal Data
Program
Security Breach
Services
Software Updates
Source Code
Specifications
Support Services
System Requirements
Term
Territory
Third-Party Software
Updates
Upgrades
User Interface
Working Hours
Works
API
Bug
Compatibility
Data Controller
Data Processor
Development Environment
Escrow Agent
Implementation Services
Installation
License Term
Modification
Operating Environment
Production Environment
Release
Service Level Agreement
Technical Support
User Documentation
Version
License Restrictions
Intellectual Property Rights
Payment Terms
Delivery and Installation
Acceptance Testing
Technical Requirements
Support and Maintenance
Service Levels
Warranties
Indemnification
Limitation of Liability
Confidentiality
Data Protection
Force Majeure
Term and Termination
Post-Termination Obligations
Assignment and Subcontracting
Audit Rights
Export Control
Source Code Escrow
Competition Compliance
Dispute Resolution
Governing Law
Notices
Entire Agreement
Amendments
Severability
Waiver
Third Party Rights
Counterparts
Implementation Services
Training
Documentation
Security Requirements
Disaster Recovery
Usage Reporting
Performance Monitoring
Version Control
Change Management
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