The Software License For Non Commercial Use agreement is essential for organizations and individuals seeking to license software products for non-commercial purposes within Nigeria. This document is specifically designed to comply with Nigerian legal requirements, including the Copyright Act and Data Protection Regulations. It is commonly used when software developers or companies want to provide their software for educational, research, or charitable purposes while maintaining control over their intellectual property rights. The agreement covers critical aspects such as usage restrictions, warranty disclaimers, and termination rights, while specifically prohibiting commercial exploitation. It's particularly relevant for academic institutions, research organizations, and non-profit entities operating under Nigerian jurisdiction who need to ensure compliant use of licensed software.
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1. Parties: Identification of the licensor (software owner) and licensee, including full legal names and addresses
2. Background: Context of the agreement, brief description of the software, and purpose of the non-commercial license
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Software', 'Non-Commercial Use', 'Intellectual Property Rights', etc.
4. Grant of License: Specific terms of the license grant, including scope, restrictions, and confirmation of non-commercial nature
5. Restrictions on Use: Clear outline of prohibited activities, including commercial use, redistribution, reverse engineering, etc.
6. Intellectual Property Rights: Assertion of ownership rights and protection of intellectual property under Nigerian Copyright Act
7. Term and Termination: Duration of the license and circumstances under which it can be terminated
8. Warranties and Disclaimers: Limited warranties provided and disclaimers of liability appropriate for non-commercial software
9. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes
1. Data Protection and Privacy: Required if the software collects or processes personal data, ensuring compliance with NDPR 2019
2. Third-Party Software: Include if the software incorporates third-party components or dependencies
3. Export Controls: Include if the software is subject to international distribution or contains encryption technology
4. Support and Updates: Optional section detailing any support or update provisions, if offered
5. Assignment: Include if transfer of license rights needs to be specifically addressed
6. Indemnification: Optional protection for licensor against misuse, particularly relevant if higher risk of misuse exists
1. Schedule 1: Software Description: Detailed description of the software, including version number, components, and technical specifications
2. Schedule 2: Installation and System Requirements: Technical requirements and installation procedures for the software
3. Schedule 3: Acceptable Use Policy: Detailed guidelines for acceptable non-commercial use of the software
4. Appendix A: End User Documentation: User manual or documentation for software operation and maintenance
Relevant legal definitions
Agreement
Software
Documentation
Intellectual Property Rights
Non-Commercial Use
Commercial Use
Effective Date
License
License Fee
Licensee
Licensor
Confidential Information
Derivative Works
Installation
Source Code
Object Code
Updates
User
Authorized Users
Territory
Term
Technical Specifications
Personal Data
Third-Party Software
Permitted Purpose
Intellectual Property Notice
Use
Nigerian Law
Force Majeure
Associated Services
Software
Documentation
Intellectual Property Rights
Non-Commercial Use
Commercial Use
Effective Date
License
License Fee
Licensee
Licensor
Confidential Information
Derivative Works
Installation
Source Code
Object Code
Updates
User
Authorized Users
Territory
Term
Technical Specifications
Personal Data
Third-Party Software
Permitted Purpose
Intellectual Property Notice
Use
Nigerian Law
Force Majeure
Associated Services
Clauses
Grant of License
Scope of Use
License Restrictions
Intellectual Property Rights
Term and Termination
Warranties and Representations
Limitation of Liability
Confidentiality
Data Protection
Technical Requirements
Installation and Implementation
Acceptable Use
Software Maintenance
Third Party Rights
Force Majeure
Assignment
Governing Law
Dispute Resolution
Entire Agreement
Severability
Notices
No Partnership
Export Control
Audit Rights
Security Requirements
Scope of Use
License Restrictions
Intellectual Property Rights
Term and Termination
Warranties and Representations
Limitation of Liability
Confidentiality
Data Protection
Technical Requirements
Installation and Implementation
Acceptable Use
Software Maintenance
Third Party Rights
Force Majeure
Assignment
Governing Law
Dispute Resolution
Entire Agreement
Severability
Notices
No Partnership
Export Control
Audit Rights
Security Requirements
Relevant Industries
Education
Research & Development
Non-Profit
Technology
Healthcare
Academic
Public Sector
Scientific Research
Social Services
Environmental Conservation
Relevant Teams
Legal
Information Technology
Research & Development
Compliance
Software Development
Academic Affairs
Intellectual Property
Operations
Administration
Information Security
Relevant Roles
Legal Counsel
Software Developer
Research Director
Academic Administrator
IT Manager
Compliance Officer
Intellectual Property Manager
Non-Profit Director
Technology Officer
Research Coordinator
Educational Program Manager
Software Licensing Manager
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