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Restricted Use Agreement
"I need a Restricted Use Agreement for licensing our proprietary software to South African educational institutions, with specific limitations on user numbers and strict data protection requirements, to be implemented by March 2025."
1. Parties: Identification and details of the parties entering into the agreement
2. Background: Context of the agreement, including the purpose and brief description of the subject matter
3. Definitions: Defined terms used throughout the agreement
4. Grant of Rights: Specific rights being granted and scope of permitted use
5. Use Restrictions: Detailed limitations and restrictions on usage
6. Term and Termination: Duration of the agreement and circumstances for termination
7. Compliance and Monitoring: Requirements for compliance and methods of monitoring restricted use
8. Confidentiality: Obligations regarding confidential information
9. Warranties and Representations: Statements of fact and promises made by parties
10. Indemnification: Protection against claims and losses
11. General Provisions: Standard legal clauses including governing law, notices, and amendments
1. License Fees: Required if the restricted use involves payment of fees or royalties
2. Technical Requirements: Include when specific technical specifications or standards must be met
3. Geographic Restrictions: Required when use is limited to specific territories or regions
4. Training and Support: Include if the restricted use requires technical support or training
5. Security Requirements: Add when specific security measures must be implemented
6. Audit Rights: Include when regular audits of usage are required
7. Insurance: Required when specific insurance coverage is necessary for the restricted use
1. Schedule A - Permitted Uses: Detailed list of specifically allowed uses and activities
2. Schedule B - Restricted Activities: Comprehensive list of prohibited activities and restrictions
3. Schedule C - Technical Specifications: Detailed technical requirements and standards
4. Schedule D - Fee Schedule: Details of any applicable fees, royalties, or payment terms
5. Appendix 1 - Compliance Checklist: Checklist for monitoring and ensuring compliance
6. Appendix 2 - Reporting Templates: Standard forms for required reporting and monitoring
Authors
Authorized Purpose
Authorized Users
Confidential Information
Documentation
Effective Date
Intellectual Property Rights
Licensed Material
Permitted Use
Prohibited Use
Restricted Territory
Security Requirements
Services
Specifications
Term
Third Party
Usage Data
User Credentials
Violation
Work Product
Warranties and Representations
Assignment
Restrictions
Monitoring and Reporting
Compliance
Intellectual Property
Termination
Governing Law
Dispute Resolution
Force Majeure
Indemnification
Access Rights
Prohibited Uses
Security
Audit Rights
Usage Limitations
Fees and Payment
Notice
Amendments
Technology
Software Development
Manufacturing
Research and Development
Pharmaceuticals
Biotechnology
Media and Entertainment
Financial Services
Telecommunications
Education
Legal
Compliance
Intellectual Property
Information Technology
Research and Development
Business Development
Risk Management
Operations
Commercial
Procurement
Legal Counsel
Intellectual Property Manager
Licensing Manager
Compliance Officer
Contract Administrator
Business Development Manager
Technology Transfer Officer
Risk Manager
Commercial Director
Operations Manager
Chief Technology Officer
Chief Legal Officer
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