The Lifetime Software License agreement is designed for situations where organizations seek permanent rights to use specific software solutions without recurring license fees. This document type is essential when implementing perpetual software licensing arrangements under Indian jurisdiction, particularly for business-critical applications where long-term access and usage rights are crucial. The agreement comprehensively addresses intellectual property rights, technical specifications, support services, and compliance with Indian regulatory requirements, including the Information Technology Act, 2000 and the Copyright Act, 1957. It's particularly relevant for enterprise software deployments where organizations need to secure unlimited-duration usage rights while ensuring proper legal protection for both parties.
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1. Parties: Identifies the licensor and licensee with complete legal details
2. Background: Context of the agreement and brief description of the software
3. Definitions: Defines key terms used throughout the agreement
4. Grant of License: Specifies the perpetual, non-exclusive nature of the license and usage rights
5. Scope of License: Details permitted uses, number of users, and deployment restrictions
6. Intellectual Property Rights: Confirms licensor's ownership and licensee's limited rights
7. License Fee: One-time payment terms and conditions
8. Delivery and Installation: Process for software delivery and installation requirements
9. Warranties and Representations: Software performance guarantees and legal compliance warranties
10. Support and Maintenance: Terms for ongoing technical support and updates
11. Confidentiality: Protection of proprietary information and trade secrets
12. Limitation of Liability: Caps on liability and exclusions of certain damages
13. Termination: Conditions for license termination despite perpetual nature
14. Governing Law and Jurisdiction: Confirms Indian law application and jurisdiction
15. General Provisions: Standard boilerplate clauses including notices, assignment, and severability
1. Source Code Escrow: Terms for source code protection and release conditions, relevant for mission-critical applications
2. Third-Party Software: Rules regarding bundled third-party software components, if applicable
3. Export Controls: Compliance requirements for international usage, if software will be used globally
4. Data Protection: Specific data handling and privacy requirements, if software processes personal data
5. Service Level Agreement: Detailed performance metrics and standards, if specific performance guarantees are required
6. Disaster Recovery: Backup and recovery procedures, important for critical business applications
7. Training and Documentation: Terms for user training and documentation provision, if complex software requires special training
1. Schedule A - Software Description: Detailed technical specifications and functionality of the software
2. Schedule B - License Fee: Detailed breakdown of the one-time license fee and payment terms
3. Schedule C - Technical Requirements: Hardware and system requirements for software operation
4. Schedule D - Support Services: Detailed scope of technical support and maintenance services
5. Schedule E - Authorized Users: Definition and limitations of authorized users and access rights
6. Appendix 1 - Installation Guide: Step-by-step installation and configuration procedures
7. Appendix 2 - Acceptance Testing: Criteria and procedures for software acceptance testing
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