The License Purchase Agreement is a crucial document used when a party (licensee) seeks to acquire rights to use specific intellectual property, software, or technology from another party (licensor) under Indonesian law. This agreement type is essential in today's technology-driven business environment, particularly given Indonesia's growing digital economy and increasing focus on intellectual property protection. The document addresses key aspects required by Indonesian regulations, including compliance with Law No. 28 of 2014 on Copyright, Law No. 11 of 2008 on Electronic Information and Transactions, and mandatory Bahasa Indonesia language requirements. It provides comprehensive coverage of license scope, payment terms, implementation requirements, support services, and dispute resolution mechanisms, while ensuring alignment with both local and international licensing practices.
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1. Parties: Identification of the licensor and licensee with complete legal details
2. Background: Context of the agreement and brief description of the licensed product/technology
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Scope and nature of the license being purchased, including usage rights and restrictions
5. License Fee and Payment Terms: Details of license costs, payment schedule, and payment methods
6. Delivery and Implementation: Terms regarding the delivery, installation, and implementation of the licensed product
7. Intellectual Property Rights: Confirmation of ownership and protection of intellectual property
8. Warranties and Representations: Warranties regarding the licensed product and authority to grant the license
9. Support and Maintenance: Terms for ongoing support and maintenance services
10. Confidentiality: Provisions for protecting confidential information exchanged
11. Term and Termination: Duration of the license and conditions for termination
12. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and dispute resolution procedures
13. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Training: Include when the license requires specific training for implementation
2. Export Controls: Required when the licensed product is subject to export control regulations
3. Data Protection: Include when the licensed product involves processing personal data
4. Source Code Escrow: Add for software licenses where source code protection is required
5. Service Level Agreement: Include when specific performance levels need to be maintained
6. Geographic Restrictions: Add when the license is limited to specific geographic areas
7. Customization Rights: Include when licensee is granted rights to customize the licensed product
1. Schedule 1 - Licensed Product Specifications: Detailed technical specifications and functionality of the licensed product
2. Schedule 2 - License Fee Schedule: Detailed breakdown of license fees, payment milestones, and payment terms
3. Schedule 3 - Implementation Timeline: Timeline for delivery, installation, and implementation milestones
4. Schedule 4 - Support and Maintenance Services: Detailed description of support and maintenance services included
5. Schedule 5 - Authorized Users: List of authorized users or user categories permitted to use the licensed product
6. Appendix A - Technical Requirements: Minimum technical requirements for operating the licensed product
7. Appendix B - Service Level Metrics: Detailed performance metrics and service levels if applicable
Authors
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Software Development
Manufacturing
Healthcare
Financial Services
Telecommunications
Education
Energy
Retail
Professional Services
Media and Entertainment
Pharmaceutical
Relevant Teams
Legal
Information Technology
Procurement
Finance
Compliance
Operations
Risk Management
Commercial
Business Development
Intellectual Property
Relevant Roles
Chief Technology Officer
Legal Counsel
Procurement Manager
IT Director
Commercial Director
Compliance Officer
Software License Manager
Contract Administrator
Chief Financial Officer
Business Development Manager
IP Rights Manager
Risk Manager
Technology Operations Manager
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