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Software License And Maintenance Agreement
"I need a Software License and Maintenance Agreement for licensing our accounting software to Irish SMEs, with basic maintenance support during business hours and monthly security updates, planned to commence from March 2025."
1. Parties: Identification of the licensor and licensee with full legal details
2. Background: Context of the agreement and brief description of the software and maintenance services
3. Definitions: Definitions of key terms used throughout the agreement
4. License Grant: Scope and nature of the software license, including usage rights and restrictions
5. License Fees: Payment terms for the software license, including payment schedule and method
6. Maintenance Services: Description of maintenance and support services to be provided
7. Service Levels: Performance standards and response times for maintenance services
8. Maintenance Fees: Payment terms for maintenance services, including annual fees and increases
9. Intellectual Property Rights: Protection of IP rights and ownership of software and modifications
10. Confidentiality: Protection of confidential information shared between parties
11. Data Protection: GDPR compliance and data processing obligations
12. Warranties: Software and service warranties provided by the licensor
13. Liability and Indemnification: Limitation of liability and indemnification obligations
14. Term and Termination: Duration of agreement and termination rights
15. Post-Termination: Obligations and rights after agreement termination
1. Source Code Escrow: Terms for source code escrow arrangement, used when licensee requires business continuity protection
2. Professional Services: Additional implementation or consulting services, included when professional services are part of the deal
3. Training: Training obligations and terms, included when training services are provided
4. Disaster Recovery: Disaster recovery and business continuity provisions, important for business-critical software
5. Third-Party Software: Terms relating to third-party software components, needed when solution includes third-party elements
6. Export Control: Export control compliance, required for international licensing
7. Competition Law Compliance: Specific provisions ensuring compliance with competition laws, important for dominant market players
8. Change Control: Process for managing changes to services or software, useful for complex implementations
1. Schedule 1 - Licensed Software: Detailed description of licensed software, modules, and components
2. Schedule 2 - Technical Specifications: Technical specifications and performance requirements of the software
3. Schedule 3 - Maintenance Services: Detailed description of maintenance and support services
4. Schedule 4 - Service Level Agreement: Detailed service levels, metrics, and remedies
5. Schedule 5 - Fee Schedule: Detailed breakdown of license and maintenance fees
6. Schedule 6 - Implementation Plan: Timeline and milestones for software implementation
7. Schedule 7 - Acceptable Use Policy: Rules and restrictions for software use
8. Appendix A - Technical Contact Details: Contact information for technical support and escalations
Authors
Affiliate
Authorized Users
Business Day
Confidential Information
Configuration
Critical Error
Customer Data
Documentation
Effective Date
Emergency Maintenance
Error
Fees
Force Majeure Event
GDPR
Help Desk
Implementation Services
Initial Term
Intellectual Property Rights
License
Licensed Software
Maintenance Release
Maintenance Services
Major Release
Minor Release
Normal Business Hours
Operating Environment
Permitted Purpose
Personal Data
Professional Services
Response Time
Resolution Time
Scheduled Maintenance
Service Credits
Service Levels
Service Level Agreement
Site
Software
Source Code
Specification
Support Hours
Support Request
System
Term
Territory
Third-Party Software
Updates
Upgrades
User Manual
Virus
Vulnerability
Workaround
License Restrictions
Intellectual Property Rights
Maintenance Services
Service Levels
Fees and Payment
Term and Termination
Data Protection
Confidentiality
Warranties
Indemnification
Limitation of Liability
Force Majeure
Assignment
Audit Rights
Compliance with Laws
Dispute Resolution
Governing Law
Insurance
Notice
Third Party Rights
Export Control
Anti-Corruption
Change Control
Business Continuity
Security Requirements
Acceptance Testing
Implementation
Training
Documentation
Escrow
Non-Solicitation
Entire Agreement
Severability
Waiver
Performance Obligations
Reporting
Quality Assurance
Disaster Recovery
Sub-Licensing
Source Code Access
Information Technology
Financial Services
Healthcare
Manufacturing
Retail
Professional Services
Education
Government
Telecommunications
Insurance
Banking
Pharmaceuticals
Energy
Transportation
Media and Entertainment
Legal
Information Technology
Procurement
Vendor Management
Compliance
Information Security
Finance
Operations
Risk Management
Commercial
Chief Information Officer
IT Director
Legal Counsel
Procurement Manager
Software Licensing Manager
Vendor Management Officer
Chief Technology Officer
IT Operations Manager
Contract Manager
Commercial Director
Chief Legal Officer
Information Security Officer
Software Asset Manager
Technology Procurement Specialist
Compliance Officer
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