The Non Commercial License Software agreement is designed for situations where software owners wish to permit use of their intellectual property while explicitly prohibiting commercial exploitation. Under English and Welsh law, this document provides a framework for protecting the developer's rights while enabling academic, research, or personal use. It includes essential provisions for intellectual property protection, usage limitations, and liability constraints, making it particularly suitable for academic software distribution, open-source projects with non-commercial restrictions, or software sharing within research communities.
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1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the license and brief description of the software
3. Definitions: Key terms used throughout the agreement
4. Grant of License: Scope and nature of the license being granted, including non-commercial usage restrictions
5. Restrictions on Use: Limitations on how the software can be used, including prohibition of commercial use
6. Intellectual Property Rights: Confirmation of ownership and IP protection measures
7. Term and Termination: Duration of license and conditions for termination
8. Warranties and Disclaimers: Limited warranties and disclaimers applicable to non-commercial software
9. Liability Limitations: Limitations of liability and indemnification provisions
10. General Provisions: Standard boilerplate clauses including governing law and jurisdiction
1. Support and Maintenance: Optional terms for technical support and maintenance services, if offered for the non-commercial software
2. Data Protection: GDPR and Data Protection Act compliance measures when software processes personal data
3. Third Party Software: Terms relating to any third-party software components or dependencies
4. Export Controls: Compliance with export regulations for international usage
1. Software Description: Detailed technical specifications and functionality of the software
2. License Terms: Detailed terms and conditions of the non-commercial license
3. Acceptable Use Policy: Guidelines defining acceptable non-commercial usage of the software
4. Technical Requirements: Minimum system requirements and technical dependencies for the software
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