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1. Parties: Identification of licensor and licensee with full legal names and addresses
2. Background: Context of the agreement and brief description of the licensed material
3. Definitions: Defined terms used throughout the agreement
4. License Grant: Scope, nature, and limitations of the license being granted
5. License Fees and Payment Terms: Financial terms, payment schedule, and reporting requirements
6. Intellectual Property Rights: Ownership and protection of IP rights, including improvements
7. Confidentiality: Protection and handling of confidential information
8. Representations and Warranties: Assurances regarding ownership, non-infringement, and quality
9. Indemnification: Protection against third-party claims and allocation of risks
10. Limitation of Liability: Caps on liability and exclusions of certain types of damages
11. Term and Termination: Duration, renewal, and termination provisions
12. Post-Termination Obligations: Rights and obligations that survive termination
13. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment
1. Support and Maintenance: Terms for ongoing technical support and maintenance, used when the license includes support services
2. Service Levels: Performance standards and metrics, included when specific service levels are guaranteed
3. Security Requirements: Specific security protocols and compliance requirements, used when handling sensitive data
4. Source Code Escrow: Terms for source code deposit and release, used in software licenses where source code access may be needed
5. Training and Implementation: Terms for training and implementation services, included when the license includes these services
6. Quality Control: Quality standards and monitoring provisions, used when licensed material quality is critical
7. Territory Restrictions: Geographical limitations on license use, included when territory restrictions apply
8. Compliance with Laws: Specific regulatory compliance requirements, used in heavily regulated industries
1. Schedule A - Licensed Material: Detailed description of the licensed intellectual property
2. Schedule B - Technical Specifications: Technical requirements and specifications of the licensed material
3. Schedule C - Fee Schedule: Detailed breakdown of license fees, royalties, and payment terms
4. Schedule D - Service Level Agreement: Detailed service levels and performance metrics if applicable
5. Schedule E - Support and Maintenance Terms: Detailed support and maintenance procedures and requirements
6. Appendix 1 - Authorized Users: List of authorized users or user categories permitted to use the licensed material
7. Appendix 2 - Security Requirements: Detailed security protocols and requirements
8. Appendix 3 - Compliance Checklist: Specific compliance requirements and verification procedures
Affiliate
Authorized Users
Background IP
Business Day
Claim
Commencement Date
Confidential Information
Control
Derivative Works
Documentation
Effective Date
Fees
Force Majeure Event
Foreground IP
Improvements
Initial Term
Intellectual Property Rights
License
Licensed Material
License Fees
License Term
Licensor Materials
Maintenance Services
Modifications
Notice
Payment Terms
Permitted Purpose
Personal Information
Renewal Term
Representatives
Restricted Information
Royalties
Source Code
Specifications
Support Services
Technical Information
Territory
Third Party Components
Updates
Use
User Documentation
Warranty Period
Payment Terms
Intellectual Property Rights
Confidentiality
Representations and Warranties
Indemnification
Limitation of Liability
Term and Termination
Force Majeure
Assignment
Governing Law
Dispute Resolution
Entire Agreement
Severability
Notices
Amendments
Compliance with Laws
Data Protection
Audit Rights
Quality Control
Support and Maintenance
Security Requirements
Export Control
Non-Competition
Personnel
Insurance
Record Keeping
Reporting
Publicity
Relationship of Parties
Technology
Software Development
Healthcare
Financial Services
Manufacturing
Media and Entertainment
Telecommunications
Biotechnology
Research and Development
Education
Pharmaceutical
Professional Services
Legal
Procurement
Information Technology
Research and Development
Intellectual Property
Compliance
Risk Management
Operations
Finance
Business Development
Legal Counsel
Procurement Manager
Intellectual Property Manager
Contract Administrator
Technology Manager
Chief Technology Officer
Chief Legal Officer
Business Development Manager
Research Director
Innovation Manager
Compliance Officer
Risk Manager
General Counsel
Operations Manager
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Genie’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; Genie’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it


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