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Computer Software License
1. Parties: Identification of the licensor and licensee with full legal details
2. Background: Context of the agreement and brief description of the software
3. Definitions: Definitions of key terms used throughout the agreement
4. License Grant: Scope and nature of the license, including territory and exclusivity
5. License Restrictions: Specific limitations on use, copying, modification, and distribution
6. Intellectual Property Rights: Assertion and protection of IP rights in the software
7. Payment Terms: License fees, payment schedule, and related financial terms
8. Term and Termination: Duration of the license and circumstances for termination
9. Warranties and Disclaimers: Software performance warranties and limitation of warranties
10. Limitation of Liability: Caps on liability and exclusions of certain types of damages
11. Confidentiality: Protection of confidential information exchanged
12. Governing Law and Jurisdiction: Application of Danish law and jurisdiction for disputes
13. General Provisions: Standard boilerplate clauses including assignment, notices, and amendments
1. Data Processing Terms: Required if the software processes personal data, ensuring GDPR compliance
2. Service Level Agreement: Include for software with specific performance requirements or uptime guarantees
3. Maintenance and Support: Include if ongoing maintenance and support services are provided
4. Source Code Escrow: Add if source code escrow arrangements are required for business continuity
5. Export Control: Include if the software is subject to export control regulations
6. Third-Party Software: Required if the software incorporates third-party components or open-source software
7. Audit Rights: Include for licenses where usage monitoring and verification is important
8. Training and Implementation: Add if the license includes training or implementation services
1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the software
2. Schedule 2 - License Fees: Detailed breakdown of license fees and payment structure
3. Schedule 3 - Technical Requirements: Hardware and software requirements for operating the licensed software
4. Schedule 4 - Service Levels: Detailed service level metrics and performance standards if applicable
5. Schedule 5 - Support Services: Description of support services, response times, and escalation procedures
6. Appendix A - Authorized Users: Definition and list of authorized users or user categories
7. Appendix B - Acceptable Use Policy: Detailed rules for acceptable use of the software
8. Appendix C - Data Processing Agreement: GDPR-compliant data processing terms if applicable
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