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Non Perpetual License
1. Parties: Identification of the licensor and licensee with full legal names and registration details
2. Background: Context of the agreement and brief description of the licensed material/technology
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope and nature of the license, including territory, field of use, and duration
5. License Period: Specific details about the duration of the license, renewal terms, and expiration
6. License Fees: Payment terms, amounts, payment schedule, and any adjustments
7. Intellectual Property Rights: Ownership and protection of IP rights, including any improvements or modifications
8. Obligations of the Licensor: Licensor's responsibilities including delivery, maintenance, and support
9. Obligations of the Licensee: Licensee's responsibilities including usage restrictions and reporting requirements
10. Warranties and Representations: Warranties provided by both parties regarding the licensed material and authority to contract
11. Limitation of Liability: Limits on liability and indemnification provisions
12. Confidentiality: Protection of confidential information exchanged under the agreement
13. Termination: Grounds for termination, notice requirements, and consequences of termination
14. Post-Termination Obligations: Obligations surviving termination and wind-down procedures
15. General Provisions: Standard provisions including governing law, notices, and amendment procedures
1. Quality Control: Required when the license involves branded products or services requiring quality standards
2. Source Code Escrow: Applicable for software licenses where source code protection is needed
3. Training and Support: When the license includes provision of training or technical support services
4. Export Control: Required when licensed material may be subject to export regulations
5. Data Protection: Necessary when the licensed product involves processing personal data
6. Sublicensing Rights: Include when licensee is permitted to sublicense to third parties
7. Performance Requirements: When license includes minimum performance or sales targets
8. Insurance: When specific insurance coverage is required for the licensed activities
9. Audit Rights: When licensor requires right to audit licensee's use or revenue reporting
1. Schedule 1 - Licensed Material: Detailed description of the licensed intellectual property or technology
2. Schedule 2 - Technical Specifications: Technical requirements and specifications for the licensed material
3. Schedule 3 - Fee Schedule: Detailed breakdown of license fees, payment terms, and calculation methods
4. Schedule 4 - Service Levels: Service level agreements and support requirements if applicable
5. Schedule 5 - Approved Sublicensees: List of approved sublicensees if sublicensing is permitted
6. Appendix A - Compliance Requirements: Specific compliance requirements and standards to be maintained
7. Appendix B - Report Templates: Templates for required reporting under the license
8. Appendix C - Contact Details: Key contacts and notice details for both parties
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