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Unlimited Software License
"I need an Unlimited Software License Agreement for enterprise-wide deployment of a cloud-based accounting software system to be used across our Australian mining operations, with specific provisions for data security and remote access capabilities."
1. Parties: Identification of the licensor and licensee, including full legal names, registered addresses, and ACN/ABN numbers
2. Background: Context of the agreement, brief description of the software, and purpose of the license
3. Definitions and Interpretation: Comprehensive list of defined terms and interpretation rules used throughout the agreement
4. Grant of License: Scope of the unlimited license, including permitted uses, users, and any territorial restrictions
5. License Fees: Payment terms, fee structure, and any ongoing maintenance fees
6. Intellectual Property Rights: Ownership of IP, protection of rights, and restrictions on use
7. Warranties and Representations: Software functionality, performance guarantees, and compliance with laws
8. Support and Maintenance: Terms for ongoing support, updates, and maintenance services
9. Confidentiality: Protection of confidential information and trade secrets
10. Limitation of Liability: Caps on liability and exclusions of certain types of damages
11. Term and Termination: Duration of agreement, termination rights, and post-termination obligations
12. General Provisions: Standard legal provisions including governing law, dispute resolution, and notices
1. Professional Services: Include when implementation, configuration, or training services are required
2. Data Protection and Privacy: Include when the software processes personal data or requires specific privacy compliance
3. Service Level Agreement: Include when specific performance metrics and service levels need to be guaranteed
4. Security Requirements: Include when specific security standards or certifications must be maintained
5. Disaster Recovery: Include when business continuity and disaster recovery procedures are critical
6. Third-Party Software: Include when the software incorporates third-party components or requires third-party licenses
7. Export Control: Include when software is subject to export control regulations
8. Source Code Escrow: Include when source code needs to be held in escrow for business continuity
1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the software
2. Schedule 2 - License Fees: Detailed fee structure, payment schedules, and pricing terms
3. Schedule 3 - Support Services: Detailed description of support and maintenance services
4. Schedule 4 - Service Levels: Performance metrics, response times, and service level commitments
5. Schedule 5 - Security Standards: Specific security requirements and compliance standards
6. Appendix A - Authorized Users: List of authorized users or user categories and access levels
7. Appendix B - Technical Requirements: Minimum system requirements and technical specifications
8. Appendix C - Implementation Plan: Timeline and milestones for software implementation if applicable
Authors
Affiliate
Agreement
Authorized Users
Business Day
Confidential Information
Configuration
Documentation
Effective Date
Emergency Maintenance
Enhancement
Error
Excluded Services
Force Majeure Event
GST
Implementation Services
Initial Term
Installation
Intellectual Property Rights
License Fees
Licensed Software
Maintenance Release
Major Release
Modification
New Version
Normal Business Hours
Operating Environment
Personal Information
Planned Maintenance
Professional Services
Related Body Corporate
Response Time
Scheduled Maintenance
Security Requirements
Service Credits
Service Levels
Software
Source Code
Specifications
Support Hours
Support Services
System Requirements
Term
Territory
Third Party Software
Update
Upgrade
User Documentation
Virus
Warranty Period
Intellectual Property Rights
Payment Terms
Support and Maintenance
Service Levels
Implementation
Acceptance Testing
Warranties
Indemnification
Limitation of Liability
Confidentiality
Data Protection
Privacy
Security
Audit Rights
Force Majeure
Term and Termination
Assignment
Dispute Resolution
Governing Law
Insurance
Compliance with Laws
Anti-Corruption
Export Control
Notices
Entire Agreement
Severability
Waiver
Amendment
Third Party Rights
Relationship of Parties
Source Code Escrow
Business Continuity
Disaster Recovery
Performance Standards
Training and Documentation
Subcontracting
Personnel
Change Control
Information Technology
Software Development
Financial Services
Healthcare
Manufacturing
Professional Services
Retail
Education
Government
Telecommunications
Mining
Energy
Construction
Media and Entertainment
Legal
Information Technology
Procurement
Compliance
Risk Management
Finance
Operations
Information Security
Software Development
Vendor Management
Commercial
Chief Technology Officer
IT Director
Legal Counsel
Procurement Manager
Software Development Manager
Information Security Officer
Compliance Officer
Contract Manager
Chief Information Officer
Risk Manager
Technical Architect
Operations Manager
Chief Financial Officer
Commercial Director
Vendor Management Officer
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