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On Premise Software License

On Premise Software License Template for New Zealand

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Key Requirements PROMPT example:

On Premise Software License

"I need an On Premise Software License Agreement for my enterprise analytics software that will be deployed across multiple locations in New Zealand, with specific provisions for data security compliance and source code escrow arrangements, intended to commence from March 1, 2025."

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Document background
This On Premise Software License Agreement template is designed for use in New Zealand business contexts where a software vendor wishes to license their software product for installation and use on a customer's local infrastructure. The document is structured to comply with New Zealand legal requirements, including the Contract and Commercial Law Act 2017, Fair Trading Act 1986, and Privacy Act 2020. It should be used when a business needs to establish clear terms for software licensing, including usage rights, restrictions, maintenance, support, and compliance obligations. The agreement covers critical aspects such as intellectual property protection, warranty terms, liability limitations, and dispute resolution procedures, while accommodating specific requirements for different business sectors and use cases. This template is particularly relevant for enterprise software deployments where the customer requires direct control over the software installation and operational environment.
Suggested Sections

1. Parties: Identification of the licensor and licensee, including full legal names and registered addresses

2. Background: Context of the agreement, brief description of the software, and purpose of the license

3. Definitions: Defined terms used throughout the agreement, including technical terms, software components, and key concepts

4. License Grant: Scope of the license, including usage rights, restrictions, and territory limitations

5. License Fees: Payment terms, fee structure, and payment schedule

6. Intellectual Property Rights: Ownership of IP, protection of rights, and handling of derivative works

7. Confidentiality: Protection of confidential information, including software code and business information

8. Warranties and Representations: Warranties regarding software functionality, IP rights, and compliance with laws

9. Limitation of Liability: Caps on liability and exclusions of certain types of damages

10. Term and Termination: Duration of the agreement, renewal terms, and termination rights

11. Post-Termination Obligations: Actions required upon termination, including software removal and return of materials

12. General Provisions: Standard clauses including governing law, dispute resolution, and entire agreement

Optional Sections

1. Professional Services: Include when implementation, training, or consulting services are provided alongside the software

2. Service Levels: Include when specific performance standards or support levels are guaranteed

3. Data Protection: Include when the software processes personal data or when compliance with privacy laws is critical

4. Audit Rights: Include when the licensor needs rights to audit licensee's compliance with license terms

5. Source Code Escrow: Include when source code escrow arrangements are required for business continuity

6. Export Controls: Include when the software is subject to export control regulations

7. Disaster Recovery: Include when specific disaster recovery and business continuity requirements exist

8. Third-Party Software: Include when the licensed software incorporates third-party components

Suggested Schedules

1. Schedule 1 - Licensed Software: Detailed description of the software, including versions, modules, and components

2. Schedule 2 - Technical Requirements: Hardware and software requirements for running the licensed software

3. Schedule 3 - License Fees: Detailed breakdown of license fees, payment schedule, and pricing terms

4. Schedule 4 - Support Services: Description of support and maintenance services, including service levels if applicable

5. Schedule 5 - Acceptance Testing: Acceptance testing procedures and criteria, if applicable

6. Appendix A - Authorized Users: Definition and limitations of authorized users and usage parameters

7. Appendix B - Security Requirements: Security standards and requirements for software implementation and use

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions








































Clauses









































Relevant Industries

Information Technology

Software Development

Financial Services

Healthcare

Manufacturing

Retail

Professional Services

Education

Government

Telecommunications

Insurance

Banking

Legal Services

Consulting

Relevant Teams

Legal

Information Technology

Procurement

Compliance

Risk Management

Software Asset Management

Information Security

Vendor Management

Operations

Commercial

Relevant Roles

Chief Technology Officer

IT Director

Legal Counsel

Procurement Manager

Software Licensing Manager

Contract Manager

Information Security Officer

Risk Management Officer

Commercial Director

Head of IT

Technology Procurement Specialist

Software Asset Manager

Compliance Officer

General Counsel

IT Operations Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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