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Master Software License Agreement
"Need a Master Software License Agreement for our new cloud-based analytics software that we'll be licensing to financial institutions in Singapore, with specific provisions for data security and regulatory compliance, planned for release in March 2025."
1. Parties: Identification of the licensor and licensee, including full legal names and registered addresses
2. Background: Context of the agreement and brief description of the software and business relationship
3. Definitions: Key terms used throughout the agreement including Software, Documentation, Intellectual Property Rights, etc.
4. License Grant: Scope of license, permitted uses, restrictions, and territory
5. Fees and Payment: License fees, payment terms, taxes, and late payment consequences
6. Intellectual Property Rights: Ownership of IP, protection measures, and infringement handling
7. Confidentiality: Protection of confidential information and trade secrets
8. Term and Termination: Duration, renewal terms, and termination rights
9. Warranties and Limitations: Software warranties, disclaimers, and limitation of liability
1. Professional Services: Terms for implementation, training, or customization services when additional services are provided beyond the software license
2. Service Levels: Performance standards, availability commitments, and support terms for cloud-based or hosted software solutions
3. Data Protection: PDPA compliance and data handling requirements when personal data processing is involved
4. Source Code Escrow: Terms for source code deposit and release conditions when critical software requires business continuity protection
1. Software Description Schedule: Detailed description of licensed software and components
2. Fee Schedule: Detailed breakdown of license fees and payment schedule
3. Technical Requirements Schedule: Hardware and software requirements for operation
4. Service Level Agreement: Detailed service levels and support terms
5. Data Processing Agreement: Detailed terms for personal data processing compliance
6. Authorized Users Schedule: List of permitted users or user categories
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