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Private Software License
"I need a Private Software License agreement for my AI analytics software that will be licensed to healthcare providers in California, with specific provisions for HIPAA compliance and data protection, planned for release in March 2025."
1. Parties: Identification of licensor and licensee with full legal details
2. Background: Context of the agreement and basic information about the software
3. Definitions: Key terms used throughout the agreement
4. Grant of License: Scope and nature of the license being granted
5. License Restrictions: Specific limitations on use of the software
6. Intellectual Property Rights: Ownership and protection of IP rights
7. Term and Termination: Duration of license and termination conditions
8. Warranties and Disclaimers: Standard warranties and limitations
1. Support and Maintenance: Terms for ongoing technical support and software maintenance services
2. Data Protection: Provisions for handling personal data and ensuring compliance with data protection laws
3. Export Controls: Provisions ensuring compliance with international export control regulations
4. Source Code Escrow: Terms for source code protection and access conditions for mission-critical software
1. Schedule 1 - Software Specification: Detailed description of the software and its functionality
2. Schedule 2 - License Fees: Pricing and payment terms for the software license
3. Schedule 3 - Service Level Agreement: Performance metrics and service levels for software operation
4. Schedule 4 - Technical Requirements: Hardware and system requirements for software operation
5. Schedule 5 - Acceptable Use Policy: Guidelines and restrictions for acceptable use of the software
Authors
Documentation
Intellectual Property Rights
License Fee
License Period
Authorized Users
Confidential Information
Effective Date
Licensed Materials
Maintenance Services
Updates
Upgrades
Source Code
Object Code
Territory
Third Party Software
Use
User Acceptance Testing
Working Day
Affiliate
APIs
Bug
Business Hours
Designated Equipment
Designated Site
Error
Force Majeure Event
Implementation Services
License Keys
Operating Environment
Permitted Purpose
Service Level Agreement
Specification
Support Services
Technical Requirements
License Restrictions
Intellectual Property Rights
Payment Terms
Confidentiality
Data Protection
Warranties
Liability Limitations
Indemnification
Term and Termination
Force Majeure
Assignment
Support and Maintenance
Acceptable Use
Export Controls
Audit Rights
Security Requirements
Service Levels
Compliance with Laws
Dispute Resolution
Notice Requirements
Third Party Rights
Entire Agreement
Severability
Governing Law
Updates and Upgrades
Installation and Implementation
Training
Documentation
Backup and Recovery
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Organizational security
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