The Limited Use License is essential for businesses and individuals seeking to grant controlled access to their intellectual property, software, or content while maintaining ownership rights. This document is commonly used in Indonesia when a rights holder wishes to permit specific, limited use of their protected material while imposing clear restrictions and conditions. It must comply with Indonesian legal requirements, including the Civil Code (KUHPerdata), Law No. 28 of 2014 on Copyright, and Law No. 11 of 2008 on Electronic Information and Transactions. The agreement typically includes detailed specifications of permitted uses, technical requirements, payment terms, and compliance obligations. It's particularly relevant in today's digital economy where controlled distribution of intellectual property is crucial for business operations.
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1. Parties: Identification of the licensor and licensee with complete legal details
2. Background: Context of the agreement and brief description of the licensed material
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Specific rights being granted and scope of permitted use
5. License Restrictions: Clear outline of prohibited uses and limitations
6. Duration and Territory: Term of the license and geographical limitations
7. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
8. Fees and Payment: License fee structure and payment terms
9. Representations and Warranties: Warranties regarding ownership and right to license
10. Confidentiality: Protection of confidential information exchanged
11. Termination: Conditions for termination and consequences
12. Governing Law and Jurisdiction: Specification of Indonesian law and jurisdiction
13. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Quality Control: For trademark or brand licensing, specifying quality standards and monitoring
2. Technical Requirements: For software or technical licenses, specifying technical specifications and requirements
3. Support Services: When technical support or maintenance is included with the license
4. Updates and Modifications: For software or content licenses where updates may be provided
5. Sub-licensing Rights: When sub-licensing is permitted, specifying conditions
6. Export Control: For international use, addressing export control regulations
7. Data Protection: When personal data processing is involved in the licensed usage
8. Source Code Escrow: For software licenses where source code access might be needed
9. Training and Documentation: When user training or documentation is part of the license
1. Schedule 1 - Licensed Material: Detailed description of the licensed material or content
2. Schedule 2 - Technical Specifications: Technical details and requirements for use
3. Schedule 3 - Fee Schedule: Detailed breakdown of license fees and payment terms
4. Schedule 4 - Usage Guidelines: Specific guidelines and restrictions for licensed use
5. Schedule 5 - Service Level Agreement: If applicable, support and maintenance service levels
6. Appendix A - Acceptable Use Policy: Detailed policies regarding acceptable use of licensed material
7. Appendix B - Security Requirements: Security measures required for using the licensed material
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