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Perpetual License Agreement
"I need a Perpetual License Agreement for our enterprise software solution to be licensed to a Malaysian healthcare provider, including provisions for patient data protection and integration with existing hospital management systems."
1. Parties: Identification and details of the Licensor and Licensee
2. Background: Context of the agreement and brief description of the licensed property
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope and nature of the perpetual license, including territory and permitted uses
5. License Fee and Payment: One-time license fee, payment terms, and any ongoing maintenance fees
6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
7. Licensee Obligations: Key responsibilities and restrictions on the licensee's use of the licensed property
8. Technical Requirements: Minimum technical specifications and requirements for using the licensed property
9. Support and Maintenance: Terms of technical support and maintenance services
10. Warranties and Representations: Warranties provided by both parties regarding the license and licensed property
11. Limitation of Liability: Limitations on liability and exclusions of damages
12. Term and Termination: Duration of the agreement and circumstances for termination despite perpetual nature
13. Confidentiality: Protection of confidential information exchanged under the agreement
14. General Provisions: Standard legal provisions including governing law, notices, and assignment
1. Third Party Components: Used when the licensed property includes third-party components or dependencies
2. Security Requirements: Include when specific security measures or compliance requirements are necessary
3. Training and Documentation: Required when the license includes provision of training or documentation materials
4. Export Controls: Include for software or technology subject to export regulations
5. Source Code Escrow: Used when source code is held in escrow for contingency purposes
6. Data Protection: Include when personal data processing is involved in the licensed property
7. Service Level Agreement: Required when specific performance levels are guaranteed for the licensed property
1. Schedule 1 - Licensed Property: Detailed description of the licensed property, including version numbers and specifications
2. Schedule 2 - Technical Requirements: Detailed technical specifications and system requirements
3. Schedule 3 - Fee Schedule: Breakdown of license fees and any recurring maintenance fees
4. Schedule 4 - Support Services: Detailed description of support and maintenance services
5. Schedule 5 - Acceptable Use Policy: Detailed terms of acceptable use and restrictions
6. Appendix A - Implementation Plan: Timeline and process for implementing the licensed property
7. Appendix B - Documentation: User manuals and technical documentation
Authors
Authorized Users
Business Day
Confidential Information
Documentation
Effective Date
Implementation Plan
Intellectual Property Rights
License Fee
Licensed Property
Licensee
Licensor
Maintenance Services
Minimum Technical Requirements
Notice
Permitted Purpose
Personal Data
Related Corporation
Security Requirements
Software
Source Code
Support Services
System
Technical Specifications
Territory
Third Party Components
Updates
User Manual
Warranty Period
Working Hours
License Grant
Payment
Intellectual Property
Technical Requirements
Support and Maintenance
Implementation
Security
Data Protection
Confidentiality
Warranties
Liability
Force Majeure
Term and Termination
Assignment
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Third Party Rights
Export Control
Compliance
Amendment
Waiver
Indemnification
Audit Rights
Insurance
Escrow
Anti-Corruption
Information Technology
Software Development
Manufacturing
Financial Services
Healthcare
Education
Telecommunications
Professional Services
Media and Entertainment
Retail and E-commerce
Legal
Information Technology
Procurement
Compliance
Software Development
Commercial
Risk Management
Intellectual Property
Operations
Finance
Chief Technology Officer
Legal Counsel
Intellectual Property Manager
Software Development Manager
Procurement Manager
IT Director
Compliance Officer
Contract Manager
Business Development Director
Chief Information Officer
Technology Licensing Manager
Commercial Director
Risk Manager
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