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1. Parties: Identification of the Licensor and Licensee with full legal names and addresses
2. Background: Context of the agreement, nature of the licensed material, and the parties' intention to enter into a non-transferable license arrangement
3. Definitions: Detailed definitions of terms used throughout the agreement, including 'Licensed Material', 'Intellectual Property Rights', 'Territory', and 'Term'
4. Grant of License: Explicit terms of the license grant, emphasizing its non-transferable nature and specific permitted uses
5. License Restrictions: Clear outline of prohibited activities, including transfer, assignment, or sublicensing
6. Term and Termination: Duration of the license and circumstances under which it may be terminated
7. Payment Terms: License fees, payment schedule, and any recurring charges
8. Intellectual Property Rights: Confirmation of ownership and protection of intellectual property rights
9. Warranties and Representations: Standard warranties regarding ownership, right to license, and non-infringement
10. Limitation of Liability: Limitations on liability and exclusions of certain types of damages
11. Confidentiality: Obligations regarding confidential information exchanged under the agreement
12. Governing Law and Jurisdiction: Specification of South African law as governing law and jurisdiction for disputes
1. Support and Maintenance: Terms for technical support and maintenance if applicable to the licensed material
2. Updates and New Versions: Rights and procedures regarding updates or new versions of the licensed material
3. Quality Control: Quality standards and monitoring procedures for use of the licensed material
4. Insurance: Insurance requirements if relevant to the licensed material or its use
5. Data Protection: Compliance with POPIA if personal information is processed
6. Export Control: Export restrictions if the licensed material is subject to export control regulations
7. Source Code Escrow: Escrow arrangements if software source code is involved
8. Training: Training provisions if required for proper use of the licensed material
1. Schedule 1 - Licensed Material: Detailed description of the licensed material, including technical specifications
2. Schedule 2 - License Fees: Detailed breakdown of all applicable fees and payment terms
3. Schedule 3 - Technical Requirements: Technical specifications or requirements for using the licensed material
4. Schedule 4 - Service Levels: Service level agreements if applicable
5. Schedule 5 - Approved Users: List of authorized users or user categories if access is restricted
6. Appendix A - Usage Guidelines: Detailed guidelines for acceptable use of the licensed material
Technology and Software
Media and Entertainment
Manufacturing
Pharmaceuticals
Research and Development
Education
Healthcare
Telecommunications
Biotechnology
Financial Services
Professional Services
Gaming and Interactive Entertainment
Legal
Intellectual Property
Commercial
Business Development
Compliance
Research and Development
Product Development
Information Technology
Risk Management
Operations
Legal Counsel
Intellectual Property Manager
Licensing Manager
Commercial Director
Chief Technology Officer
Business Development Manager
Contracts Manager
Compliance Officer
Chief Legal Officer
IP Rights Administrator
Technology Transfer Officer
Product Manager
Innovation Director
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