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Software Distribution License
"I need a Software Distribution License for my AI analytics software, granting exclusive distribution rights in Singapore and Malaysia to a major tech distributor, with revenue sharing of 70-30 and minimum annual sales targets of $2M, starting March 2025."
1. Parties: Identification of licensor and licensee
2. Background: Context of the agreement and software description
3. Definitions: Key terms used throughout the agreement
4. Grant of License: Scope and nature of the distribution rights
5. License Restrictions: Limitations on use and distribution
6. Payment Terms: Fees, royalties, and payment schedules
7. Intellectual Property Rights: Ownership and protection of IP
8. Term and Termination: Duration and ending conditions
9. Warranties and Disclaimers: Quality assurances and limitations
1. Source Code Escrow: Terms for source code protection when source code access might be needed for maintenance
2. Territory Restrictions: Geographical limitations for when distribution is limited to specific regions
3. Minimum Performance Requirements: Distribution targets and quotas when specific performance metrics are required
4. Data Protection: PDPA compliance measures when personal data processing is involved
1. Software Specification: Detailed technical specifications of the software
2. License Fee Schedule: Detailed breakdown of fees and payment terms
3. Distribution Territory: Map or list of authorized distribution areas
4. Support and Maintenance Terms: Technical support and maintenance obligations
5. Service Level Agreement: Performance metrics and response times
Authors
Authorized Users
Confidential Information
Distribution Territory
Documentation
Effective Date
End User
End User License Agreement (EULA)
Intellectual Property Rights
License Fee
License Term
Licensed Software
Maintenance Services
Minimum Performance Requirements
Net Revenue
Parties
Product Updates
Royalty
Software
Source Code
Specifications
Sub-distributor
Support Services
Technical Requirements
Term
Territory
Third Party Software
Trade Marks
Updates
Upgrades
Value Added Services
Version
Working Day
Distribution Rights
Territory Restrictions
Sub-licensing Rights
Intellectual Property
License Fees and Royalties
Payment Terms
Minimum Performance Requirements
Delivery and Implementation
Technical Support and Maintenance
End User Agreements
Quality Control
Marketing and Promotion
Confidentiality
Data Protection
Warranties
Indemnification
Limitation of Liability
Term and Termination
Force Majeure
Non-Competition
Audit Rights
Compliance with Laws
Export Control
Assignment
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendments
Source Code Escrow
Insurance Requirements
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