This Perpetual Use License template is designed for situations where a permanent, non-revocable license is required for intellectual property, software, or content use under Danish law. It is particularly suited for business-to-business transactions where the licensee requires long-term certainty of access to the licensed material. The document addresses key aspects required under Danish legislation and EU regulations, including specific provisions for intellectual property rights transfer, data protection, and consumer protection where applicable. The agreement is structured to provide comprehensive coverage of perpetual licensing requirements while maintaining flexibility for various types of licensed materials. It includes essential elements such as usage scope, payment terms, warranties, and support provisions, with optional modules for specific business needs. This Perpetual Use License is commonly used in software licensing, content distribution, and technology transfer scenarios where permanent rights are being granted.
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Key Requirements PROMPT example:
Perpetual Use License
I need a Perpetual Use License agreement for our new software platform, compliant with Danish law, that includes strong data protection clauses and allows for worldwide use by the licensee's subsidiaries, with implementation to begin March 2025.
1. Parties: Identification of the Licensor and Licensee with full legal names and addresses
2. Background: Context of the agreement, nature of the licensed material, and the parties' intentions
3. Definitions: Key terms used throughout the agreement, including 'Licensed Material', 'Intellectual Property Rights', 'Use', etc.
4. Grant of License: Scope of the perpetual license, including permitted uses, territories, and any restrictions
5. License Fee: One-time payment terms and conditions for the perpetual license
6. Intellectual Property Rights: Confirmation of ownership and protection of IPR in the licensed material
7. Licensee Obligations: Key responsibilities and restrictions on the Licensee's use of the licensed material
8. Warranties and Representations: Licensor's warranties regarding ownership, non-infringement, and performance
9. Limitation of Liability: Limitations on Licensor's liability under Danish law
10. Confidentiality: Protection of confidential information exchanged between parties
11. Data Protection: GDPR compliance and data processing obligations
12. Force Majeure: Circumstances under which obligations may be suspended
13. Governing Law and Jurisdiction: Confirmation of Danish law governance and jurisdiction
1. Maintenance and Support: Optional terms for ongoing support and maintenance, if offered separately
2. Audit Rights: Include when Licensor needs rights to audit Licensee's use of the licensed material
3. Sub-licensing Rights: Include when Licensee is permitted to sub-license the material to third parties
4. Export Control: Include for software or technology subject to export regulations
5. Source Code Escrow: Include when source code is being held in escrow as security
6. Performance Guarantees: Include when specific performance levels are guaranteed
7. Training and Implementation: Include when training or implementation services are part of the agreement
1. Schedule 1 - Licensed Material: Detailed description of the licensed material, including technical specifications
2. Schedule 2 - License Fee: Detailed breakdown of the one-time license fee and payment terms
3. Schedule 3 - Technical Requirements: Technical specifications and requirements for using the licensed material
4. Schedule 4 - Service Levels: Performance standards and metrics, if applicable
5. Appendix A - Acceptable Use Policy: Detailed guidelines for acceptable use of the licensed material
6. Appendix B - Security Requirements: Security standards and requirements for using the licensed material
Authors
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Software Development
Digital Media
Publishing
Entertainment
Education
Healthcare
Financial Services
Manufacturing
Research and Development
Telecommunications
Professional Services
Relevant Teams
Legal
Intellectual Property
Licensing
Commercial
Information Technology
Product Development
Compliance
Procurement
Risk Management
Business Development
Relevant Roles
Legal Counsel
Intellectual Property Manager
Licensing Manager
Contract Manager
Business Development Director
Chief Technology Officer
Software Development Manager
Product Manager
Compliance Officer
Chief Legal Officer
Commercial Director
IT Director
Procurement Manager
Risk Manager
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