This Lifetime Software License agreement is designed for situations where a permanent software license is required under Dutch law. It is particularly suitable when a business needs to secure long-term rights to use critical software applications without recurring license fees. The agreement encompasses essential elements such as perpetual usage rights, technical specifications, maintenance provisions, and compliance with Dutch and EU regulations. It's specifically structured to protect both the licensor's intellectual property rights and the licensee's investment in the software. The document addresses key considerations for permanent software licensing, including warranty terms, liability limitations, and conditions for support and updates.
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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 software
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Specific terms of the perpetual license grant and scope of permitted use
5. License Restrictions: Clear limitations on how the software may be used
6. Intellectual Property Rights: Confirmation of ownership and IP rights retention
7. Payment Terms: One-time payment details and any applicable taxes
8. Delivery and Installation: Terms regarding software delivery, installation, and acceptance
9. Technical Requirements: Minimum system requirements and technical specifications
10. Warranties and Representations: Warranties regarding software functionality and performance
11. Limitation of Liability: Limitations on liability and exclusions of damages
12. Confidentiality: Protection of confidential information and trade secrets
13. Term and Termination: Perpetual nature of license and conditions for termination in case of breach
14. Effects of Termination: Consequences of agreement termination
15. Governing Law and Jurisdiction: Application of Dutch law and jurisdiction for disputes
1. Source Code Escrow: Optional provisions for source code escrow arrangements, recommended for business-critical software
2. Data Protection: Required if the software processes personal data, ensuring GDPR compliance
3. Maintenance and Support: Optional terms for ongoing maintenance and support services
4. Training: Optional provisions for user training and documentation
5. Assignment and Transfer Rights: Optional terms allowing transfer of the license to third parties
6. Export Control: Required if the software is subject to export regulations
7. Third-Party Software: Required if the software incorporates third-party components
8. Insurance: Optional requirements for insurance coverage
9. Audit Rights: Optional provisions allowing the licensor to audit compliance
1. Schedule 1 - Software Description: Detailed description of the licensed software and its functionality
2. Schedule 2 - Technical Specifications: Detailed technical specifications and system requirements
3. Schedule 3 - License Fee: Breakdown of the one-time license fee and payment terms
4. Schedule 4 - Acceptance Testing: Acceptance testing procedures and criteria
5. Appendix A - Permitted Users: List of authorized users or user categories if applicable
6. Appendix B - Support and Maintenance Terms: Detailed terms for any included support and maintenance services
7. Appendix C - Third-Party Licenses: Details of third-party software licenses if applicable
Authors
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Software Development
Manufacturing
Healthcare
Financial Services
Professional Services
Telecommunications
Education
Government
Retail
Industrial Automation
Research and Development
Engineering
Aerospace
Energy
Relevant Teams
Legal
Information Technology
Procurement
Finance
Compliance
Information Security
Operations
Risk Management
Software Development
Technical Architecture
Digital Transformation
Contract Management
Relevant Roles
Chief Technology Officer
IT Director
Legal Counsel
Procurement Manager
Software Development Manager
Chief Information Officer
Contract Manager
Information Security Officer
Technical Architect
Operations Manager
Chief Financial Officer
Risk Manager
Compliance Officer
Digital Transformation Manager
IT Infrastructure Manager
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