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1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the agreement and ownership declaration of the software
3. Definitions: Key terms used throughout the agreement including Software, Licensed Materials, Intellectual Property Rights
4. Grant of Licence: Scope and nature of the licence being granted, including territory, duration, and type of licence
5. Licence Restrictions: Limitations on use, prohibited activities, and restrictions on sublicensing or transfer
6. Intellectual Property Rights: Ownership declarations, protection of IP rights, and infringement procedures
7. Payment Terms: Licence fees, payment schedule, and related conditions including late payment provisions
8. Term and Termination: Duration of agreement, termination rights, and consequences of termination
1. Support and Maintenance: Terms for ongoing support services, updates, and maintenance obligations
2. Service Levels: Performance standards, metrics, and remedies for failure to meet service levels
3. Data Protection: Specific data handling obligations and compliance with data protection laws
4. Source Code Escrow: Terms for source code protection and release conditions
1. Schedule 1 - Software Description: Detailed technical specifications of the licensed software and documentation
2. Schedule 2 - Licence Fees: Detailed pricing structure, payment terms, and fee calculation methods
3. Schedule 3 - Technical Requirements: Hardware and software requirements for operation of the licensed software
4. Schedule 4 - Service Level Agreement: Detailed performance metrics, response times, and service standards
5. Schedule 5 - Support Services: Detailed description of support and maintenance services, including response times
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³Ò±ð²Ô¾±±ð’s Security Promise
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