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Enterprise Licence Agreement
"Need an Enterprise License Agreement for licensing our cloud-based HR software to a multinational bank, with specific data protection requirements for EU and Asia-Pacific regions, to be effective from March 2025."
1. Parties: Identification of the licensor and licensee, including full legal names and addresses
2. Background: Context of the agreement and brief description of the software/product being licensed
3. Definitions: Key terms used throughout the agreement
4. License Grant: Scope of the license, including usage rights and restrictions
5. Payment Terms: Fees, payment schedule, and related financial terms
6. Term and Termination: Duration of agreement and conditions for termination
7. Intellectual Property Rights: Ownership and protection of IP
8. Confidentiality: Protection of confidential information
9. Warranties and Disclaimers: Standard warranties and limitations
1. Service Level Agreement: Performance metrics and service standards - include when providing hosted or maintained software
2. Data Protection: Data handling and privacy requirements - include when personal data is processed
3. Export Controls: Export compliance requirements - include for international licensing
4. Professional Services: Additional services terms - include when implementation or training services are provided
1. Schedule A - Licensed Software: Detailed description of licensed products and components
2. Schedule B - Pricing and Payment Terms: Detailed fee structure and payment schedules
3. Schedule C - Service Level Agreement: Detailed service levels and support terms
4. Schedule D - Technical Requirements: System requirements and technical specifications
5. Schedule E - Authorized Users: Definition and limitations of authorized users
Authors
Authorized Users
Confidential Information
Documentation
Effective Date
Enterprise
Fees
Intellectual Property Rights
Licensed Software
Maintenance Services
Modifications
Professional Services
Service Level Agreement
Source Code
Support Services
Term
Territory
Third-Party Software
Updates
Upgrades
Use
User Acceptance Testing
Work Product
Working Day
APIs
Designated Equipment
Implementation Services
License Keys
Named Users
Security Breach
Subscription Period
System Requirements
Technical Specifications
Virus
Scope of Use
Intellectual Property Rights
Confidentiality
Payment Terms
Delivery and Installation
Acceptance Testing
Warranties
Limitation of Liability
Indemnification
Term and Termination
Force Majeure
Assignment
Maintenance and Support
Service Levels
Audit Rights
Data Protection
Security Requirements
Export Controls
Non-Solicitation
Governing Law
Dispute Resolution
Insurance
Compliance with Laws
Third-Party Rights
Change Control
Business Continuity
Disaster Recovery
Notice Requirements
Entire Agreement
Severability
Waiver
Counterparts
Survival
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