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Enterprise License Agreement

Enterprise License Agreement Template for Philippines

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Key Requirements PROMPT example:

Enterprise License Agreement

"I need an Enterprise License Agreement for deploying a cloud-based ERP software across our banking organization's 50 branches in the Philippines, with strict data privacy compliance requirements and integration capabilities with our existing financial systems, planned for implementation in March 2025."

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Document background
The Enterprise License Agreement (ELA) is designed for organizations seeking to implement software solutions across their enterprise in the Philippines. This agreement type is particularly suited for large-scale deployments where traditional per-user or per-device licensing models may not be cost-effective. The document addresses the complexities of enterprise software licensing while ensuring compliance with Philippine regulations, including data privacy laws, consumer protection requirements, and intellectual property rights. It typically includes detailed terms for software usage rights, maintenance and support services, service level commitments, and data protection measures. The ELA is structured to provide flexibility for enterprise-wide deployment while protecting both the licensor's intellectual property rights and the licensee's business interests, all within the framework of Philippine law.
Suggested Sections

1. Parties: Identification of the licensor and licensee, including complete legal names, addresses, and registration details

2. Background: Context of the agreement, brief description of the software, and purpose of the licensing arrangement

3. Definitions: Detailed definitions of technical terms, key concepts, and specific terminology used throughout the agreement

4. Grant of License: Scope of the license, including permitted uses, number of users, and deployment restrictions

5. License Fees and Payment Terms: Pricing structure, payment schedule, and related financial terms

6. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination

7. Intellectual Property Rights: Ownership of IP, protection of rights, and restrictions on use

8. Confidentiality: Protection of confidential information and trade secrets

9. Warranties and Representations: Guarantees regarding software functionality, performance, and compliance with laws

10. Limitation of Liability: Caps on liability and exclusions of certain types of damages

11. Support and Maintenance: Terms for technical support, updates, and maintenance services

12. Data Protection and Privacy: Compliance with Philippine Data Privacy Act and data handling requirements

13. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes

14. General Provisions: Standard clauses including force majeure, severability, and entire agreement

Optional Sections

1. Third-Party Software: Include when the licensed software incorporates third-party components or dependencies

2. Professional Services: Include when additional implementation or consulting services are part of the agreement

3. Disaster Recovery: Include when business continuity and disaster recovery requirements are critical

4. Source Code Escrow: Include when source code escrow arrangements are required for business continuity

5. Export Control: Include when software may be subject to international export restrictions

6. Hardware Requirements: Include when specific hardware configurations are required for software operation

7. Training Services: Include when user training is provided as part of the agreement

8. Service Level Agreement: Include when specific performance metrics and service levels are guaranteed

Suggested Schedules

1. Schedule A - Licensed Software: Detailed description of licensed software components and modules

2. Schedule B - License Fees: Detailed breakdown of license fees, payment structure, and pricing terms

3. Schedule C - Service Level Agreement: Specific performance metrics, response times, and service level commitments

4. Schedule D - Support and Maintenance Services: Detailed description of support levels, maintenance terms, and procedures

5. Schedule E - Technical Requirements: Software technical specifications, system requirements, and compatibility details

6. Schedule F - Data Processing Terms: Detailed terms for data handling, privacy, and security requirements

7. Appendix 1 - Authorized Users: Definition and categories of authorized users and access levels

8. Appendix 2 - Territory: Geographic scope of license and deployment restrictions

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions




















































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Relevant Industries

Information Technology

Banking and Financial Services

Healthcare

Manufacturing

Retail

Telecommunications

Government and Public Sector

Education

Insurance

Professional Services

Energy and Utilities

Transportation and Logistics

Relevant Teams

Legal

Information Technology

Procurement

Finance

Information Security

Compliance

Risk Management

Operations

Vendor Management

Digital Transformation

Enterprise Architecture

Software Asset Management

Relevant Roles

Chief Information Officer

Chief Technology Officer

IT Director

Procurement Manager

Legal Counsel

Software Asset Manager

Enterprise Architect

Information Security Officer

Vendor Management Director

Contract Manager

Technology Procurement Specialist

IT Operations Manager

Chief Financial Officer

Compliance Officer

Digital Transformation Director

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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