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Perpetual Copyright License
"I need a Perpetual Copyright License for a software application that we've developed, to be licensed to a multinational corporation with rights to modify the code and create derivative works, with the license to take effect from March 1, 2025."
1. Parties: Identification of the licensor (copyright owner) and licensee with full legal names and addresses
2. Background: Context of the agreement, description of the copyrighted work, and confirmation of ownership
3. Definitions: Definitions of key terms including 'Licensed Work', 'Intellectual Property Rights', 'Territory', and 'Perpetual Period'
4. Grant of License: Explicit grant of perpetual, non-revocable license including scope, territory, and permitted uses
5. License Fee: One-time payment terms or structured payment schedule for the perpetual license
6. Licensor Warranties: Warranties regarding ownership, right to license, non-infringement, and validity of copyright
7. Licensee Obligations: Obligations regarding use of the work, quality control, and attribution requirements
8. Intellectual Property Protection: Provisions for protecting the copyright and handling infringement by third parties
9. Indemnification: Mutual indemnification obligations for breach of warranties or misuse of licensed work
10. Term and Termination: Confirmation of perpetual nature and limited circumstances for termination (e.g., material breach)
11. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes
12. Boilerplate Provisions: Standard clauses including notices, entire agreement, and severability
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses to third parties
2. Moral Rights: Include for creative works where moral rights are relevant and require specific handling
3. Quality Control: Include for licenses where maintaining quality standards is crucial (e.g., branded content)
4. Territory Restrictions: Include when license is restricted to specific geographic territories
5. Improvements and Derivatives: Include when addressing ownership and rights regarding modifications to the licensed work
6. Assignment Rights: Include when either party may need to assign their rights under the license
7. Royalty Reporting: Include if there are ongoing royalty payments despite perpetual nature
8. Source Code Escrow: Include for software-related copyright licenses
1. Schedule 1 - Licensed Work: Detailed description and specification of the copyrighted work being licensed
2. Schedule 2 - License Fee Structure: Detailed breakdown of payment terms and schedule if complex payment structure
3. Schedule 3 - Technical Specifications: Technical details or specifications relevant to the licensed work
4. Schedule 4 - Usage Guidelines: Specific guidelines for using the licensed work, including attribution requirements
5. Schedule 5 - Territory Definition: Detailed description of geographic territories if license is territory-specific
6. Appendix A - Copyright Registration Details: Copies of copyright registration certificates and documentation
7. Appendix B - Prior Licenses: Details of any existing licenses that may affect the perpetual license
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