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1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the agreement, including brief description of the software and purpose of the license
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Scope of the exclusive license, territory, and field of use restrictions
5. License Restrictions: Specific prohibitions and limitations on use of the software
6. Intellectual Property Rights: Affirmation of IP ownership and protection measures
7. Payment Terms: License fees, royalties, payment schedule, and reporting requirements
8. Term and Termination: Duration of agreement, renewal terms, and termination conditions
9. Warranties and Representations: Standard warranties regarding software ownership, performance, and non-infringement
10. Support and Maintenance: Obligations for technical support, updates, and maintenance services
11. Confidentiality: Protection of confidential information and trade secrets
12. Indemnification: Mutual or one-way indemnification obligations
13. Limitation of Liability: Caps on liability and exclusions of certain types of damages
14. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment
1. Source Code Escrow: Terms for source code escrow arrangement, used when licensee requires access to source code under specific conditions
2. Sublicensing Rights: Terms governing the licensee's right to sublicense, if permitted
3. Performance Requirements: Specific performance metrics or minimum sales requirements, used in performance-based licenses
4. Training and Implementation: Terms for initial training and implementation support, needed for complex software
5. Data Protection: Specific data protection and privacy compliance terms, required if personal data is processed
6. Export Control: Compliance with export control laws, needed for international licensing
7. Change Control: Process for managing changes to the software or specifications, useful for complex implementations
8. Audit Rights: Terms allowing licensor to audit licensee's use of the software, important for revenue-based licenses
1. Schedule A - Software Description: Detailed technical description of the licensed software, including all modules and components
2. Schedule B - Technical Requirements: Minimum system requirements and technical specifications
3. Schedule C - Service Level Agreement: Detailed support and maintenance service levels and response times
4. Schedule D - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms
5. Schedule E - Authorized Users: Definition and limitations of authorized users or user categories
6. Schedule F - Territory: Detailed description of geographic territory for the license
7. Appendix 1 - Acceptance Testing: Acceptance testing procedures and criteria
8. Appendix 2 - Security Requirements: Specific security standards and requirements to be maintained
Information Technology
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Financial Technology
Gaming and Entertainment
Enterprise Software
Artificial Intelligence and Machine Learning
Cloud Computing
Telecommunications
Manufacturing
Retail Technology
Educational Technology
Legal
Information Technology
Software Development
Procurement
Compliance
Intellectual Property
Commercial
Business Development
Finance
Engineering
Product Management
Chief Technology Officer
Legal Counsel
Software Licensing Manager
Intellectual Property Attorney
Commercial Director
Head of Software Development
Chief Information Officer
Contract Manager
Business Development Director
Technology Procurement Manager
Software Asset Manager
IT Director
Chief Legal Officer
VP of Engineering
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骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
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Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it


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