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Limited Use License Template for Switzerland

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Key Requirements PROMPT example:

Limited Use License

"I need a Limited Use License agreement under Swiss law for licensing our proprietary software to educational institutions, with specific restrictions on user numbers and a requirement for quarterly usage reports, to be effective from March 1, 2025."

Document background
The Limited Use License agreement is essential for businesses and individuals operating under Swiss law who need to grant or receive restricted rights to use intellectual property, software, content, or other proprietary materials. This document type is particularly relevant in today's digital economy where controlled usage of intellectual property is crucial for maintaining competitive advantage and protecting valuable assets. The agreement carefully balances the licensor's need to protect their intellectual property while allowing licensees to derive value from its limited use. It incorporates specific requirements of Swiss contract law and intellectual property regulations, making it suitable for both domestic Swiss operations and international licensing arrangements where Swiss law is chosen as the governing law. The document typically includes detailed terms about usage restrictions, territory limitations, payment structures, and compliance requirements.
Suggested Sections

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

2. Background: Context of the agreement, including brief description of the licensed material and purpose of the license

3. Definitions: Definitions of key terms used throughout the agreement, including 'Licensed Material', 'Permitted Use', and 'Territory'

4. Grant of License: Specific rights being granted, including scope, territory, and any express restrictions

5. License Restrictions: Explicit limitations on use, prohibited activities, and reserved rights

6. Duration and Termination: Term of the license, renewal provisions, and circumstances allowing termination

7. Payment Terms: License fees, payment schedule, and any recurring charges

8. Intellectual Property Rights: Confirmation of ownership rights and handling of any derivative works

9. Warranties and Representations: Standard warranties regarding ownership, right to license, and non-infringement

10. Liability and Indemnification: Limitations of liability and indemnification obligations

11. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes

Optional Sections

1. Maintenance and Support: Terms for technical support and maintenance, if applicable for software or technical licenses

2. Data Protection: Specific provisions for handling personal data when the license involves data processing

3. Quality Control: Quality standards and monitoring rights, particularly relevant for trademark or brand licenses

4. Audit Rights: Licensor's rights to audit licensee's use of licensed material

5. Sublicensing Rights: Terms governing any permitted sublicensing arrangements

6. Export Control: Compliance with export regulations for international licenses

7. Source Code Escrow: Provisions for source code escrow in software licenses

8. Geographic Restrictions: Specific territorial limitations and requirements

Suggested Schedules

1. Schedule 1 - Licensed Material: Detailed description of the licensed material, including technical specifications or content inventory

2. Schedule 2 - Permitted Uses: Comprehensive list of authorized uses and specific use cases

3. Schedule 3 - Fee Schedule: Detailed breakdown of license fees, including any variable components

4. Schedule 4 - Technical Requirements: Technical specifications or requirements for using the licensed material

5. Appendix A - Service Level Agreement: Details of support and maintenance services, if applicable

6. Appendix B - Security Requirements: Security standards and protocols that must be followed

7. Appendix C - Approved Sublicensees: List of pre-approved sublicensees, if applicable

Authors

Alex Denne

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

Relevant legal definitions










































Clauses






























Relevant Industries

Information Technology

Software Development

Media and Entertainment

Manufacturing

Research and Development

Education

Healthcare

Biotechnology

Industrial Design

Digital Content

Publishing

Telecommunications

Professional Services

Consumer Products

Relevant Teams

Legal

Intellectual Property

Business Development

Product Development

Research and Development

Operations

Compliance

Commercial

Innovation

Software Development

Content Management

Licensing

Relevant Roles

Legal Counsel

Intellectual Property Manager

Licensing Manager

Business Development Director

Contract Administrator

Chief Technology Officer

Product Manager

Content Manager

Research Director

Commercial Director

Innovation Manager

Software Development Manager

Chief Legal Officer

Compliance Officer

Operations Manager

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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