The Licence And Service Agreement is designed for situations where parties need to combine the licensing of intellectual property with related service provisions under English and Welsh law. This document is particularly relevant when software, content, or other proprietary materials are being licensed alongside implementation, maintenance, or support services. It addresses key commercial terms, compliance requirements, service levels, and risk allocation, while ensuring alignment with UK legal requirements and industry standards.
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1. Parties: Identification and details of the contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Grant of Licence: Scope, nature, and terms of the licence being granted
5. Services: Description of services to be provided
6. Fees and Payment: Payment terms, amounts, and mechanisms
7. Intellectual Property Rights: Ownership and protection of IP
8. Term and Termination: Duration and termination provisions
9. Confidentiality: Protection of confidential information
10. Liability and Indemnification: Allocation of risks and responsibilities
1. Service Levels: Performance metrics and standards - use when specific service performance requirements need to be measured
2. Data Protection: GDPR and data privacy compliance - use when personal data is being processed
3. Change Control: Process for managing changes - use for long-term or complex service arrangements
4. Force Majeure: Provisions for unforeseen circumstances - use when protection against extraordinary events is needed
1. Service Description Schedule: Detailed description of services to be provided
2. Service Level Agreement: Detailed performance metrics and remedies
3. Pricing Schedule: Detailed pricing structure and payment terms
4. Licensed Materials: Description of licensed software, content, or materials
5. Technical Requirements: Technical specifications and requirements
6. Data Processing Agreement: GDPR-compliant data processing terms
Relevant legal definitions
Clauses
Relevant Industries
Relevant Teams
Relevant Roles
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