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Software License Commercial Use Template for New Zealand

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Key Requirements PROMPT example:

Software License Commercial Use

"I need a Software License Commercial Use agreement for my AI-powered medical diagnostic software, to be licensed to healthcare providers in New Zealand, with specific provisions for patient data protection and compliance with healthcare regulations."

Document background
The Software License Commercial Use agreement is essential for organizations seeking to formalize the terms of software usage in a business context under New Zealand law. This document is typically used when a software provider wishes to grant a commercial entity the right to use their software while maintaining ownership and protecting their intellectual property rights. It addresses key aspects such as usage scope, licensing fees, maintenance terms, and compliance requirements. The agreement ensures compliance with New Zealand legislation, including the Copyright Act 1994, Contract and Commercial Law Act 2017, and Privacy Act 2020. It's particularly crucial for protecting both parties' interests in commercial software transactions and establishing clear parameters for software utilization, support, and dispute resolution.
Suggested Sections

1. Parties: Identifies and defines the licensor and licensee with full legal names and addresses

2. Background: Explains the context of the agreement, including brief description of the software and purpose of the license

3. Definitions: Defines key terms used throughout the agreement including Software, Documentation, Intellectual Property Rights, License Fee, etc.

4. Grant of License: Specifies the scope, nature, and territory of the license granted, including usage rights and restrictions

5. License Fee and Payment Terms: Details the license fees, payment schedule, and payment terms

6. Intellectual Property Rights: Confirms ownership of IP rights and protections for the software

7. Confidentiality: Defines confidential information and obligations regarding its protection

8. Warranties and Representations: Specifies warranties provided and disclaimers

9. Limitation of Liability: Sets out limitations and exclusions of liability

10. Term and Termination: Defines the duration of the agreement and circumstances for termination

11. Post-Termination Obligations: Specifies obligations and rights of parties after termination

12. General Provisions: Includes standard boilerplate clauses such as governing law, dispute resolution, and entire agreement

Optional Sections

1. Maintenance and Support: Details support services and maintenance terms if offered separately from the basic license

2. Service Level Agreement: Includes if specific performance levels are guaranteed for the software

3. Data Protection and Privacy: Required if the software processes personal data or requires user registration

4. Third-Party Software: Necessary if the software incorporates third-party components

5. Export Controls: Required if the software is subject to export regulations

6. Professional Services: Include if implementation or customization services are provided

7. Source Code Escrow: Include if source code escrow arrangements are part of the agreement

Suggested Schedules

1. Schedule 1 - Software Description: Detailed technical description of the software, including specifications and functionality

2. Schedule 2 - License Fees: Detailed breakdown of license fees, payment structure, and any variable components

3. Schedule 3 - Authorized Users: Defines who can use the software and any user limitations or tiers

4. Schedule 4 - Technical Requirements: Specifies minimum system requirements and technical specifications

5. Schedule 5 - Support Services: Details of support services if included, including service levels and response times

6. Appendix A - Acceptable Use Policy: Detailed terms of acceptable use and restrictions

7. Appendix B - Security Requirements: Security standards and requirements for software use and data protection

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

Financial Services

Healthcare

Manufacturing

Retail

Professional Services

Telecommunications

Education

Government

E-commerce

Media and Entertainment

Relevant Teams

Legal

Information Technology

Procurement

Compliance

Finance

Risk Management

Operations

Information Security

Vendor Management

Business Development

Commercial Operations

Relevant Roles

Chief Technology Officer

IT Director

Procurement Manager

Legal Counsel

Software Licensing Manager

Compliance Officer

Chief Information Officer

Contract Manager

IT Security Manager

Business Development Manager

Chief Financial Officer

Risk Manager

Commercial Director

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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