Use License Agreement

Use License Agreement Template for Switzerland

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Key Requirements PROMPT example:

"I need a Use License Agreement under Swiss law for my SaaS company to license our project management software to enterprise clients, with specific provisions for data protection and service level commitments starting from March 2025."

Document background

The Use License Agreement is essential for businesses and individuals seeking to formalize the terms under which intellectual property, software, or other proprietary materials may be used in Switzerland. This document is particularly relevant when a rights holder (licensor) wishes to grant specific usage rights to another party (licensee) while retaining ownership of the underlying intellectual property. The agreement must comply with Swiss federal law, including the Code of Obligations, Federal Act on Copyright and Related Rights, and data protection regulations. It typically includes detailed terms about usage scope, restrictions, payment, maintenance, and termination provisions. This type of agreement is commonly used in software licensing, content distribution, technology transfer, and industrial applications where controlled use of proprietary assets is required.

Suggested Sections

1. Parties: Identification and details of the licensor and licensee

2. Background: Context of the agreement and brief description of the licensed material

3. Definitions: Definitions of key terms used throughout the agreement

4. Grant of License: Scope and nature of the license being granted

5. License Restrictions: Specific limitations and prohibited uses of the licensed material

6. Payment Terms: License fees, payment schedule, and related financial terms

7. Intellectual Property Rights: Confirmation of IP ownership and protection measures

8. Confidentiality: Obligations regarding confidential information

9. Term and Termination: Duration of agreement and termination conditions

10. Warranties and Disclaimers: Warranties provided and limitations of liability

11. Governing Law and Jurisdiction: Specification of Swiss law application and jurisdiction

12. General Provisions: Standard boilerplate clauses including assignment, severability, and entire agreement

Optional Sections

1. Data Protection: Required if personal data processing is involved in the licensed usage

2. Service Levels: Needed for software licenses with uptime commitments or support requirements

3. User Support: Details of technical support if included in the license

4. Updates and Maintenance: Terms regarding software updates and maintenance if applicable

5. Export Control: Required if the licensed material is subject to export regulations

6. Source Code Escrow: For software licenses where source code access might be needed in specific circumstances

7. Audit Rights: Right to audit licensee's use of the licensed material, typically in B2B contexts

8. Insurance Requirements: Insurance obligations, typically in high-value B2B licenses

Suggested Schedules

1. Schedule 1 - Licensed Material: Detailed description of the licensed material or software

2. Schedule 2 - Technical Specifications: Technical requirements and specifications for use

3. Schedule 3 - Fee Schedule: Detailed breakdown of license fees and payment terms

4. Schedule 4 - Service Level Agreement: Detailed service levels and support terms if applicable

5. Schedule 5 - Authorized Users: Definition and list of authorized users or user categories

6. Appendix A - Acceptable Use Policy: Detailed policies regarding acceptable use of the licensed material

7. Appendix B - Security Requirements: Security standards and requirements for using the licensed material

Authors

Alex Denne

Head of Growth (Open Source Law) @ ��Ƶ | 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

Clauses

Relevant Industries

Information Technology

Software Development

Digital Media

Manufacturing

Education

Healthcare

Financial Services

Professional Services

Research & Development

Entertainment

Industrial Automation

Telecommunications

Relevant Teams

Legal

Commercial

Licensing

Business Development

Sales

Compliance

Product Management

Information Technology

Research and Development

Intellectual Property

Contract Administration

Relevant Roles

Legal Counsel

Licensing Manager

Contract Administrator

Intellectual Property Manager

Commercial Director

Business Development Manager

Software Licensing Specialist

Compliance Officer

Chief Technology Officer

Product Manager

Sales Director

Innovation Manager

General Counsel

Chief Legal Officer

Technology Transfer Officer

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