The Lifetime Software License agreement is designed for situations where a permanent software licensing arrangement is desired under Swiss law. This document is typically used when organizations need to secure long-term access to critical software solutions without recurring license fees. It's particularly suitable for enterprise software implementations where the licensee requires perpetual usage rights and the licensor is willing to grant them for a single payment. The agreement includes comprehensive terms covering intellectual property rights, usage permissions, technical specifications, and compliance requirements, while adhering to Swiss legal frameworks for technology contracts. This type of agreement is often chosen for stable, mature software products where both parties seek a long-term commitment without the complexity of renewal negotiations.
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1. Parties: Identification of the licensor and licensee, including full legal names, registration details, and addresses
2. Background: Context of the agreement, description of the software, and the parties' intention to enter into a perpetual license arrangement
3. Definitions: Definitions of key terms used throughout the agreement, including 'Software', 'Documentation', 'Intellectual Property Rights', and 'Use'
4. Grant of License: Detailed description of the perpetual license rights being granted, including scope, territory, and any restrictions
5. License Fee: One-time payment terms for the lifetime license and any applicable taxes
6. Intellectual Property Rights: Confirmation of licensor's ownership of IP rights and protection of these rights
7. Licensee Obligations: Specific obligations and restrictions on the licensee's use of the software
8. Warranties: Warranties provided by the licensor regarding software ownership, functionality, and performance
9. Limitation of Liability: Limitations on licensor's liability under Swiss law
10. Term and Termination: Confirmation of perpetual nature and any circumstances that could lead to termination
11. Data Protection: Compliance with Swiss data protection laws and data handling obligations
12. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction for disputes
1. Source Code Escrow: Optional provisions for source code escrow arrangements, recommended for business-critical software
2. Support and Maintenance: Optional terms for ongoing support and maintenance services, if offered separately
3. Assignment and Transferability: Optional section detailing if and how the license can be transferred to other entities
4. Audit Rights: Optional provisions allowing licensor to audit licensee's use of the software
5. Export Control: Optional section for software subject to export control regulations
6. Third-Party Software: Optional section addressing third-party components if the software incorporates them
1. Software Description: Detailed technical description of the licensed software, including version numbers and components
2. Technical Requirements: Minimum system requirements and technical specifications for the software
3. License Fee Schedule: Detailed breakdown of the one-time license fee and payment terms
4. Acceptable Use Policy: Detailed guidelines for acceptable use of the software
5. Service Level Agreement: If applicable, details of any ongoing service levels or performance metrics
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Software Development
Financial Services
Healthcare
Manufacturing
Professional Services
Telecommunications
Education
Retail
Insurance
Banking
Pharmaceutical
Relevant Teams
Legal
Information Technology
Procurement
Finance
Compliance
Software Development
Risk Management
Operations
Commercial
Vendor Management
Relevant Roles
Chief Technology Officer
Legal Counsel
Procurement Manager
IT Director
Software Licensing Manager
Contract Manager
Chief Information Officer
Technology Procurement Specialist
Legal Operations Manager
IP Counsel
Commercial Director
Chief Legal Officer
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