The Non-Exclusive Software License Agreement is essential when software developers or companies want to grant usage rights to their software while maintaining ownership and the ability to license to multiple users. This document, structured under U.S. law, includes critical elements such as license scope, usage restrictions, fees, warranties, and termination conditions. It's particularly relevant in today's digital economy where software licensing is a primary business model, requiring careful consideration of intellectual property rights, data protection, and compliance with both federal and state regulations.
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1. Parties: Identification of licensor and licensee, including legal entities and contact details
2. Background: Context of the agreement and brief description of the software being licensed
3. Definitions: Key terms used throughout the agreement including Software, Documentation, Intellectual Property Rights, etc.
4. Grant of License: Scope and nature of the license, including usage rights and restrictions
5. License Fees: Payment terms, amounts, and schedule
6. Intellectual Property Rights: Ownership and protection of IP rights
7. Term and Termination: Duration of agreement and termination conditions
8. Warranties and Disclaimers: Standard warranties and limitations
1. Service Level Agreement: Performance metrics and support levels - include when offering maintenance and support services
2. Data Protection: Data handling and privacy requirements - include when personal data is processed
3. Source Code Escrow: Terms for source code protection and release - include when source code access might be required
4. Export Controls: Compliance with export regulations - include when software might be exported internationally
1. Schedule A - Software Description: Detailed description of licensed software and components
2. Schedule B - License Fees: Detailed breakdown of pricing and payment terms
3. Schedule C - Technical Requirements: Minimum system requirements and technical specifications
4. Schedule D - Support Services: Details of maintenance and support services if included
5. Schedule E - Acceptable Use Policy: Terms of acceptable use and restrictions
Relevant legal definitions
Agreement
Authorized Users
Confidential Information
Documentation
Effective Date
Intellectual Property Rights
License Fee
License Term
Licensed Software
Maintenance and Support Services
Modifications
Object Code
Permitted Use
Source Code
Specifications
System Requirements
Territory
Third-Party Software
Updates
Upgrades
Use
User Manual
Working Day
Affiliate
API
Business Hours
Critical Error
Data
Error
Implementation Services
Licensed Materials
Service Level Agreement
Technical Support
User Interface
Warranty Period
Authorized Users
Confidential Information
Documentation
Effective Date
Intellectual Property Rights
License Fee
License Term
Licensed Software
Maintenance and Support Services
Modifications
Object Code
Permitted Use
Source Code
Specifications
System Requirements
Territory
Third-Party Software
Updates
Upgrades
Use
User Manual
Working Day
Affiliate
API
Business Hours
Critical Error
Data
Error
Implementation Services
Licensed Materials
Service Level Agreement
Technical Support
User Interface
Warranty Period
Clauses
Grant of License
License Restrictions
Intellectual Property Rights
License Fees and Payment
Confidentiality
Warranties
Limitation of Liability
Indemnification
Term and Termination
Technical Support and Maintenance
Acceptable Use
Data Protection
Export Control
Force Majeure
Assignment
Governing Law
Dispute Resolution
Entire Agreement
Severability
Notice
Non-Waiver
Compliance with Laws
Audit Rights
Software Updates
Service Levels
Third-Party Software
Installation and Implementation
Training
Documentation
Backup and Recovery
License Restrictions
Intellectual Property Rights
License Fees and Payment
Confidentiality
Warranties
Limitation of Liability
Indemnification
Term and Termination
Technical Support and Maintenance
Acceptable Use
Data Protection
Export Control
Force Majeure
Assignment
Governing Law
Dispute Resolution
Entire Agreement
Severability
Notice
Non-Waiver
Compliance with Laws
Audit Rights
Software Updates
Service Levels
Third-Party Software
Installation and Implementation
Training
Documentation
Backup and Recovery
Relevant Industries
Relevant Teams
Relevant Roles
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