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Enterprise Term License Agreement
"Need an Enterprise Term License Agreement for our company's deployment of cloud-based ERP software across 5,000 users in North America, with specific requirements for data privacy compliance and 24/7 support services, to be effective from March 2025."
1. Parties: Identification of contracting parties including full legal names and addresses
2. Background: Context of the agreement and business relationship
3. Definitions: Key terms used throughout the agreement
4. License Grant: Scope and nature of the software license, including usage rights and restrictions
5. Term and Termination: Duration of agreement, renewal terms, and termination conditions
6. Payment Terms: Pricing, payment schedule, invoicing, and related financial conditions
7. IP Rights: Intellectual property ownership, protection, and infringement provisions
8. Warranties and Disclaimers: Software warranties, performance guarantees, and liability limitations
9. Confidentiality: Protection of confidential information and trade secrets
10. Compliance with Laws: Legal compliance requirements including export controls and data protection
1. Professional Services: Terms for implementation, consulting, or other professional services beyond basic licensing
2. Source Code Escrow: Terms for source code protection, escrow arrangements, and release conditions
3. Data Processing: Specific terms for handling personal data and compliance with privacy laws
4. Disaster Recovery: Business continuity and disaster recovery requirements
5. Export Controls: Detailed export compliance requirements for international usage
1. Schedule A - Licensed Software: Detailed list of licensed software products, components, and specifications
2. Schedule B - Service Level Agreement: Performance metrics, service levels, and remedies for non-compliance
3. Schedule C - Support Services: Technical support scope, maintenance services, and response times
4. Schedule D - Pricing: Detailed pricing structure, payment terms, and fee calculations
5. Schedule E - Data Processing Agreement: Detailed terms for data processing, security measures, and privacy compliance
Authors
Agreement
Authorized Users
Business Day
Confidential Information
Documentation
Effective Date
Enterprise
Fees
Intellectual Property Rights
License Term
Licensed Software
Maintenance Services
Professional Services
Service Level Agreement
Software Updates
Source Code
Specifications
Support Services
Term
Territory
Third-Party Software
User Acceptance Testing
Warranty Period
API
Cloud Services
Customer Data
Designated Hardware
Disaster Recovery
Implementation Services
License Metrics
Personal Data
Production Environment
Security Breach
Service Credits
Subscription
Test Environment
User Interface
Virtual Machine
Payment Terms
Term and Termination
Intellectual Property Rights
Confidentiality
Warranties
Limitation of Liability
Indemnification
Compliance with Laws
Force Majeure
Audit Rights
Assignment
Data Protection
Dispute Resolution
Export Controls
Governing Law
Integration
Notice
Security Requirements
Severability
Software Maintenance
Support Services
Third-Party Software
Usage Restrictions
Waiver
Business Continuity
Change Control
Insurance
Professional Services
Service Level Agreement
Source Code Escrow
Subcontracting
Survival
Training Services
Transition Services
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