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1. Parties: Identification of licensor and licensee, including full legal names and registered addresses
2. Background: Context of the agreement, nature of the licensed product/technology, and general purpose
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Scope of license, usage rights, restrictions, and territory limitations
5. License Fees and Payment Terms: Financial terms, payment schedule, invoicing, and late payment provisions
6. Intellectual Property Rights: Ownership of IP, protection measures, and infringement procedures
7. Confidentiality: Protection of confidential information and trade secrets
8. Warranties and Representations: Warranties regarding the licensed product/technology and authority to license
9. Liability and Indemnification: Limitation of liability, indemnification obligations, and insurance requirements
10. Term and Termination: Duration, renewal terms, termination rights, and post-termination obligations
11. General Provisions: Standard clauses including notices, assignment, force majeure, and entire agreement
12. Governing Law and Jurisdiction: Swiss law application and jurisdiction for dispute resolution
1. Maintenance and Support: Terms for ongoing support, updates, and maintenance - include if service components are part of the license
2. Hardware Provisions: Specific terms for any hardware components - include if physical products are involved
3. Security Requirements: Specific security protocols and requirements - include for sensitive or regulated industries
4. Audit Rights: Right to audit usage and compliance - include for complex or high-value licenses
5. Subsidiary Rights: Terms for use by subsidiaries or affiliates - include if group companies need access
6. Data Protection: Specific data protection and privacy terms - include if personal data processing is involved
7. Export Control: Export control compliance - include for international usage or restricted technologies
8. Source Code Escrow: Source code escrow arrangements - include for business-critical software licenses
1. Schedule 1 - Licensed Products: Detailed description of licensed products/technology, including specifications and versions
2. Schedule 2 - License Fees: Detailed breakdown of license fees, payment structure, and calculations
3. Schedule 3 - Technical Requirements: Technical specifications, system requirements, and integration requirements
4. Schedule 4 - Service Levels: Service level agreements and performance metrics if applicable
5. Schedule 5 - Support Services: Details of maintenance and support services if included
6. Appendix A - Authorized Users: List of authorized users or user categories and access levels
7. Appendix B - Territory: Detailed description of licensed territory and any territorial restrictions
Agreement
Authorized Users
Business Day
Confidential Information
Configuration
Documentation
Effective Date
Fees
Force Majeure Event
Group Company
Intellectual Property Rights
License
Licensed Materials
Licensed Products
Licensed Software
License Term
Licensee
Licensor
Maintenance Services
Modifications
Normal Business Hours
Notice
Operating Environment
Parent Company
Permitted Purpose
Personal Data
Professional Services
Renewal Term
Response Time
Service Levels
Source Code
Specifications
Subsidiary
Support Services
System Requirements
Technical Requirements
Territory
Third Party Software
Updates
Upgrades
User Documentation
Warranty Period
Working Hours
Scope of License
Territory Restrictions
Intellectual Property Rights
Payment Terms
Fees and Charges
Usage Rights
Access Rights
Confidentiality
Data Protection
Warranties
Representations
Limitation of Liability
Indemnification
Term and Duration
Termination
Force Majeure
Assignment
Sub-licensing
Maintenance and Support
Service Levels
Audit Rights
Compliance
Export Control
Competition Law
Insurance
Security Requirements
Technical Requirements
Change Control
Dispute Resolution
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Amendment
Waiver
Third Party Rights
Counterparts
Information Technology
Software Development
Manufacturing
Financial Services
Healthcare
Pharmaceuticals
Telecommunications
Professional Services
Energy
Industrial Technology
Media and Entertainment
Research and Development
Legal
Intellectual Property
Information Technology
Procurement
Finance
Commercial
Risk and Compliance
Business Development
Research and Development
Operations
Chief Legal Officer
Legal Counsel
Intellectual Property Manager
Licensing Manager
Contract Manager
Chief Technology Officer
IT Director
Procurement Manager
Chief Financial Officer
Commercial Director
Business Development Manager
Risk Manager
Compliance Officer
General Counsel
Technology Transfer Officer
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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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