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Perpetual Use License

Perpetual Use License Template for New Zealand

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Key Requirements PROMPT example:

Perpetual Use License

"I need a Perpetual Use License agreement for enterprise software that my New Zealand company will license to multinational corporations, including provisions for source code escrow and multi-user access, to be implemented by March 2025."

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Document background
This Perpetual Use License agreement template is designed for situations where a permanent, non-revocable license is required for the use of intellectual property, software, content, or other materials under New Zealand law. It is particularly suitable for businesses seeking to establish long-term rights to use specific IP without ongoing licensing fees. The document incorporates key requirements from New Zealand's legal framework, including the Contract and Commercial Law Act 2017, Copyright Act 1994, and Fair Trading Act 1986. It provides comprehensive coverage of perpetual usage rights, payment terms, warranties, and obligations while ensuring proper protection for both licensor and licensee. This agreement type is commonly used in software licensing, content distribution, technology transfer, and industrial design scenarios where permanent access to IP is necessary for business operations.
Suggested Sections

1. Parties: Identification and details of the licensor and licensee

2. Background: Context of the agreement, including description of the licensed material and purpose of the license

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Grant of License: Explicit grant of perpetual rights, including scope, territory, and any restrictions

5. License Fee: One-time payment terms and conditions for the perpetual license

6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights

7. Licensee Obligations: Core obligations of the licensee in using the licensed material

8. Licensor Obligations: Core obligations of the licensor, including delivery and maintenance

9. Warranties and Representations: Standard warranties about ownership, non-infringement, and authority to license

10. Limitation of Liability: Limitations on liability and indemnification provisions

11. Dispute Resolution: Process for resolving disputes between parties

12. General Provisions: Standard boilerplate clauses including notices, governing law, and assignment

Optional Sections

1. Technical Requirements: Used when the licensed material has specific technical requirements or dependencies

2. Support and Maintenance: Include when ongoing support or maintenance is offered (even if limited)

3. Security Requirements: Required when the licensed material involves sensitive data or security considerations

4. Sub-licensing Rights: Include when the licensee is permitted to sub-license the material to others

5. Quality Control: Necessary when the licensor needs to maintain quality standards in the use of their IP

6. Source Code Escrow: For software licenses where source code access might be needed in specific circumstances

7. Data Protection: Required when personal data processing is involved in the licensed material

8. Export Control: Include when the licensed material may be subject to export control regulations

Suggested Schedules

1. Schedule 1 - Licensed Material: Detailed description and specifications of the licensed material

2. Schedule 2 - Technical Specifications: Technical requirements, formats, and standards for the licensed material

3. Schedule 3 - Fee Schedule: Detailed breakdown of the one-time license fee and any related costs

4. Schedule 4 - Approved Use Cases: Specific approved uses and implementations of the licensed material

5. Appendix A - Service Level Agreement: If applicable, details of any ongoing service levels or support

6. Appendix B - Security Standards: Required security measures and compliance standards

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

Technology

Software Development

Media and Entertainment

Manufacturing

Healthcare

Education

Research and Development

Publishing

Financial Services

Telecommunications

Biotechnology

Industrial Design

Relevant Teams

Legal

Intellectual Property

Licensing

Technology

Software Development

Content Management

Research and Development

Product Management

Finance

Compliance

Operations

Business Development

Relevant Roles

Legal Counsel

Intellectual Property Manager

Licensing Manager

Contract Administrator

Chief Technology Officer

Software Development Manager

Content Manager

Research Director

Product Manager

Innovation Manager

Business Development Director

Chief Financial Officer

Compliance Officer

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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