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Database License Agreement
"I need a Database License Agreement for licensing our medical research database to three university hospitals, with strict data protection clauses and requirements for quarterly security audits, to be effective from March 2025."
1. Parties: Identification of licensor and licensee with full legal details
2. Background: Context of the agreement and purpose of the license
3. Definitions: Key terms used throughout the agreement including Database, Licensed Materials, Permitted Use, etc.
4. Grant of License: Scope and nature of the license being granted
5. License Restrictions: Specific limitations on use of the database
6. Fees and Payment Terms: Financial terms including license fees and payment schedule
7. Intellectual Property Rights: Ownership and protection of IP rights
8. Confidentiality: Protection of confidential information
9. Term and Termination: Duration and termination conditions
1. Service Levels: Performance standards and availability requirements for hosted databases
2. Data Protection: Specific data protection obligations when personal data is involved
3. Export Controls: Export compliance requirements for international licensing
4. Disaster Recovery: Backup and recovery procedures for business-critical databases
1. Schedule 1 - Database Description: Technical specifications and content description
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees and payment terms
3. Schedule 3 - Permitted Users: List of authorized users or user categories
4. Schedule 4 - Service Level Agreement: Detailed performance metrics and standards
5. Schedule 5 - Security Requirements: Specific security protocols and requirements
6. Schedule 6 - Support Services: Details of technical support and maintenance
Authors
Authorized Users
Confidential Information
Database
Database Content
Documentation
Effective Date
Intellectual Property Rights
License
License Fee
Licensed Materials
Licensee
Licensor
Permitted Purpose
Permitted Use
Security Requirements
Service Levels
Term
Territory
Third Party Content
Updates
User Authentication
User Credentials
Working Day
API
Access Credentials
Breach
Business Hours
Commencement Date
Data Protection Laws
Force Majeure Event
Maintenance Window
Support Services
System Requirements
Technical Specifications
License Restrictions
Intellectual Property Rights
Access Rights
Permitted Use
Fees and Payment
Term and Termination
Confidentiality
Data Protection
Security Requirements
Service Levels
Support Services
Warranties
Indemnification
Limitation of Liability
Force Majeure
Assignment
Audit Rights
Export Control
Disaster Recovery
Updates and Maintenance
User Authentication
Third Party Rights
Compliance with Laws
Notice Requirements
Dispute Resolution
Governing Law
Entire Agreement
Severability
Survival
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