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This Non-Exclusive Perpetual License agreement is designed for situations where a permanent, non-terminating license is required while allowing the licensor to grant similar rights to other parties. It is commonly used in software licensing, technology transfers, patent licensing, and content distribution arrangements under Indian jurisdiction. The agreement balances the perpetual nature of the license with necessary protections for both parties, including clear usage rights, payment terms, and breach remedies. It complies with Indian contract law and intellectual property regulations while providing flexibility for various business models and industries. This document is particularly useful when the licensed material has long-term value and the parties want to avoid periodic renewal negotiations while maintaining clear boundaries on usage rights.

1. Parties: Identifies and provides full details of the licensor and licensee

2. Background: Context of the agreement and brief description of the parties' intentions

3. Definitions: Defines key terms used throughout the agreement

4. Grant of License: Specifies the scope, nature (non-exclusive), and perpetual duration of the license

5. License Fees and Payment Terms: Details of payment obligations, including initial fees and any ongoing payments

6. Intellectual Property Rights: Confirms ownership of IP and rights granted/retained

7. Licensee Obligations: Key responsibilities and restrictions on the licensee's use of licensed material

8. Licensor Obligations: Key responsibilities of the licensor, including any support or maintenance

9. Representations and Warranties: Standard warranties about ownership, right to license, and quality assurances

10. Limitation of Liability: Limits on parties' liability and exclusions

11. Indemnification: Mutual or one-way indemnities for third-party claims

12. Confidentiality: Protection of confidential information exchanged

13. Term and Termination: Despite perpetual nature, includes termination for breach and consequences

14. Governing Law and Jurisdiction: Confirms Indian law governance and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including notices, assignment, and amendments