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Software Sales Contract
1. Parties: Identification and details of the contracting parties (vendor and purchaser)
2. Background: Context of the agreement and general purpose of the software purchase
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of License: Details of the software license granted, including usage rights and restrictions
5. Delivery and Installation: Terms regarding software delivery, installation process, and acceptance criteria
6. Payment Terms: Price, payment schedule, and payment methods
7. Intellectual Property Rights: Ownership of IP rights and extent of rights transferred
8. Warranties and Representations: Warranties regarding software functionality, performance, and compliance with specifications
9. Support and Maintenance: Terms of technical support and maintenance services
10. Data Protection and Security: GDPR compliance and data security measures
11. Limitation of Liability: Limitations and exclusions of liability under Danish law
12. Term and Termination: Duration of the agreement and termination provisions
13. Governing Law and Jurisdiction: Confirmation of Danish law application and jurisdiction
14. Signatures: Execution blocks for all parties
1. Source Code Escrow: Terms for source code escrow arrangements, used when source code access might be required in specific circumstances
2. Service Level Agreement: Detailed performance metrics and service levels, used for software with critical operational requirements
3. Third-Party Software: Terms relating to incorporated third-party software components, used when the software includes third-party elements
4. Export Control: Compliance with export control regulations, used for international sales
5. Training Services: Terms for user training services, used when training is part of the package
6. Customization Services: Terms for software customization, used when bespoke modifications are required
7. Disaster Recovery: Disaster recovery and business continuity provisions, used for business-critical software
8. Audit Rights: Rights to audit usage and compliance, used for complex licensing models
1. Schedule 1 - Software Specification: Detailed technical specifications of the software
2. Schedule 2 - Service Level Agreement: Detailed service levels and performance metrics
3. Schedule 3 - Support and Maintenance Services: Detailed description of support and maintenance services
4. Schedule 4 - Fee Schedule: Detailed breakdown of all fees and payment terms
5. Schedule 5 - Implementation Plan: Timeline and milestones for software implementation
6. Schedule 6 - Acceptance Testing: Acceptance testing procedures and criteria
7. Appendix A - Technical Requirements: Customer's technical environment requirements
8. Appendix B - Data Processing Agreement: GDPR-compliant data processing terms
Authors
Acceptance Tests
Affiliate
Agreement
Authorized Users
Business Day
Confidential Information
Configuration
Customization
Data Protection Laws
Defect
Deliverables
Documentation
Effective Date
Fees
Force Majeure
GDPR
Implementation Services
Intellectual Property Rights
License
License Term
Maintenance Services
Open Source Software
Personal Data
Purchase Order
Software
Source Code
Specifications
Support Services
System Requirements
Technical Environment
Term
Third-Party Software
Updates
Upgrades
User Manual
Warranty Period
Work Product
Payment
Delivery
Acceptance Testing
Warranties
Intellectual Property
Confidentiality
Data Protection
Support and Maintenance
Service Levels
Implementation
Training
Documentation
Audit Rights
Liability
Indemnification
Force Majeure
Term and Termination
Assignment
Dispute Resolution
Governing Law
Entire Agreement
Severability
Notices
Export Control
Source Code Escrow
Business Continuity
Change Control
Third-Party Rights
Insurance
Compliance with Laws
Anti-Corruption
Security Requirements
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