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1. Parties: Identification of the Licensor and Licensee with full legal details
2. Background: Context of the agreement and brief description of the licensed property and purpose
3. Definitions and Interpretation: Detailed definitions of terms used in the agreement and rules of interpretation
4. Grant of License: Scope, nature, and terms of the license being granted
5. License Fee and Payment Terms: Details of license fees, payment schedule, and payment methods
6. Delivery and Implementation: Terms regarding delivery of the licensed property and implementation process
7. Usage Rights and Restrictions: Specific rights granted and limitations on use of the licensed property
8. Intellectual Property Rights: Protection and ownership of IP rights related to the licensed property
9. Warranties and Representations: Warranties provided by both parties regarding the license and licensed property
10. Support and Maintenance: Terms of technical support and maintenance services
11. Confidentiality: Protection of confidential information exchanged during the agreement
12. Term and Termination: Duration of the agreement and circumstances for termination
13. Consequences of Termination: Actions required upon termination and surviving obligations
14. Limitation of Liability: Extent and limitations of parties' liability under the agreement
15. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law
16. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Training and Support Services: Detailed terms for training and support when the license requires significant user training
2. Data Protection and Privacy: Specific provisions for POPIA compliance when personal data is processed
3. Export Control: Provisions for compliance with export control laws when international parties are involved
4. Source Code Escrow: Terms for source code escrow arrangements if applicable to software licenses
5. Currency and Exchange Rate: Specific provisions for handling foreign currency when dealing with international parties
6. Integration Services: Terms for integration with existing systems when required
7. Performance Standards: Specific performance criteria and service levels when relevant to the licensed property
8. Insurance Requirements: Specific insurance obligations when high-value or high-risk licenses are involved
1. Schedule 1 - Licensed Property Specifications: Detailed technical specifications and description of the licensed property
2. Schedule 2 - License Fees and Payment Schedule: Detailed breakdown of fees, payment terms, and schedules
3. Schedule 3 - Service Level Agreement: Detailed support and maintenance service levels if applicable
4. Schedule 4 - Implementation Plan: Detailed timeline and milestones for implementation if required
5. Schedule 5 - Authorized Users: List of authorized users or user categories if access is restricted
6. Appendix A - Technical Requirements: Specific technical requirements for using the licensed property
7. Appendix B - Support and Maintenance Procedures: Detailed procedures for obtaining support and maintenance
Affiliate
Authorized Users
Business Day
Commencement Date
Confidential Information
Documentation
Effective Date
Force Majeure Event
Intellectual Property Rights
License
License Fee
Licensed Property
Licensee
Licensor
Maintenance Services
Material Breach
Operating Environment
Payment Terms
Personal Information
Representatives
Scheduled Maintenance
Service Levels
Source Code
Specifications
Support Services
System Requirements
Term
Territory
Third Party Components
Updates
Upgrades
User Manual
VAT
Warranties
Grant of License
License Restrictions
Payment Terms
Delivery
Implementation
Intellectual Property Rights
Warranties
Support and Maintenance
Training
Service Levels
Documentation
Access Rights
Usage Restrictions
Confidentiality
Data Protection
Audit Rights
Performance Standards
Compliance
Term and Duration
Termination
Force Majeure
Assignment
Subcontracting
Liability
Indemnification
Insurance
Dispute Resolution
Governing Law
Notices
Amendment
Waiver
Severability
Entire Agreement
Third Party Rights
Anti-corruption
Export Control
Currency and Exchange
Information Technology
Software Development
Manufacturing
Healthcare
Financial Services
Education
Telecommunications
Media and Entertainment
Retail
Pharmaceuticals
Biotechnology
Research and Development
Professional Services
Energy and Utilities
Legal
Procurement
Information Technology
Finance
Compliance
Commercial
Risk Management
Operations
Technical Operations
Vendor Management
Legal Counsel
Commercial Director
Procurement Manager
Chief Technology Officer
IT Director
Finance Manager
Compliance Officer
Contract Manager
Business Development Manager
Chief Financial Officer
General Counsel
Intellectual Property Manager
Risk Manager
Technical Director
Operations Manager
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