This Enterprise License Software agreement template is designed for use in the Indonesian market when establishing a formal relationship between software providers and enterprise customers. It incorporates essential elements required under Indonesian law, including compliance with Law No. 11 of 2008 on Electronic Information and Transactions, Law No. 27 of 2022 on Personal Data Protection, and relevant intellectual property regulations. The document is particularly suitable for large-scale software implementations where enterprise-wide deployment is required, covering aspects such as license scope, usage rights, implementation services, support and maintenance, data protection, and dispute resolution mechanisms. It includes specific provisions addressing Indonesian regulatory requirements while maintaining international best practices in software licensing.
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Key Requirements PROMPT example:
Enterprise License Software
"I need an Enterprise License Software agreement for a cloud-based ERP system to be deployed across our manufacturing facilities in Indonesia, with implementation starting January 2025 and specific provisions for data localization and disaster recovery."
1. Parties: Identification of the licensor and licensee, including their complete legal names, registration numbers, and addresses
2. Background: Context of the agreement, brief description of the software, and general intent of the parties
3. Definitions: Detailed definitions of key terms used throughout the agreement, including technical terms specific to the software
4. License Grant: Scope of the license, specifying the type of license, usage rights, and any territorial restrictions
5. License Fees and Payment Terms: Details of licensing fees, payment schedule, and payment methods
6. Term and Termination: Duration of the agreement, renewal terms, and circumstances for termination
7. Intellectual Property Rights: Confirmation of IP ownership and protection of licensor's rights
8. Confidentiality: Obligations regarding confidential information and trade secrets
9. Warranties and Representations: Warranties regarding software functionality, compliance with laws, and IP rights
10. Limitation of Liability: Limitations on liability and exclusions of certain types of damages
11. Data Protection and Privacy: Compliance with Indonesian data protection laws and data handling requirements
12. Support and Maintenance: Terms for technical support, updates, and maintenance services
13. Governing Law and Dispute Resolution: Application of Indonesian law and dispute resolution mechanisms
1. Third-Party Software: Include when the software incorporates third-party components, describing associated rights and restrictions
2. Professional Services: Include when additional implementation or customization services are provided
3. Service Level Agreement: Include for software provided as a service (SaaS) or with specific performance requirements
4. Disaster Recovery: Include when business continuity and disaster recovery procedures are critical
5. Export Control: Include when software may be subject to international export restrictions
6. Insurance: Include when specific insurance coverage is required for high-value or high-risk implementations
7. Source Code Escrow: Include when source code escrow arrangements are required for business continuity
8. Audit Rights: Include when licensor requires rights to audit licensee's usage of the software
1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the licensed software
2. Schedule 2 - License Metrics: Specific details of license measurement (users, cores, etc.) and usage limitations
3. Schedule 3 - Service Level Requirements: Performance metrics, availability requirements, and response times
4. Schedule 4 - Support and Maintenance Services: Detailed description of support levels, maintenance services, and response times
5. Schedule 5 - Fee Schedule: Detailed breakdown of all fees, including license fees, maintenance fees, and additional services
6. Schedule 6 - Implementation Plan: Timeline and milestones for software implementation, if applicable
7. Appendix A - Technical Requirements: Minimum system requirements and technical specifications for the software
8. Appendix B - Authorized Users: Categories and definitions of authorized users and their access rights
Authors
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Banking and Financial Services
Manufacturing
Healthcare
Retail
Telecommunications
Energy and Utilities
Government and Public Sector
Education
Professional Services
Logistics and Transportation
Construction
Mining and Resources
Relevant Teams
Legal
Information Technology
Procurement
Finance
Compliance
Information Security
Risk Management
Digital Transformation
Operations
Vendor Management
Enterprise Architecture
Software Asset Management
Relevant Roles
Chief Information Officer
Chief Technology Officer
IT Director
Software Procurement Manager
Legal Counsel
Compliance Officer
Enterprise Architect
IT Security Manager
Procurement Director
Contract Manager
Chief Financial Officer
Technology Risk Manager
Software Asset Manager
Head of Digital Transformation
IT Operations Manager
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