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1. Parties: Identification of the licensor and licensee, including their complete legal names, addresses, and registration details
2. Background: Context of the agreement, brief description of the software, and the parties' intentions
3. Definitions: Detailed definitions of technical terms, proper nouns, and other important concepts used throughout the agreement
4. License Grant: Scope of the software license, usage rights, restrictions, and terms of use
5. Intellectual Property Rights: Ownership of IP, protection of rights, and handling of modifications or improvements
6. Maintenance Services: Description of maintenance and support services, including updates, patches, and technical support
7. Service Levels: Performance standards, response times, and service quality metrics
8. Fees and Payment: License fees, maintenance fees, payment terms, and billing procedures
9. Term and Termination: Duration of the agreement, renewal terms, and termination rights
10. Confidentiality: Protection of confidential information and trade secrets
11. Data Privacy and Security: Compliance with Philippine Data Privacy Act and data security requirements
12. Warranties and Disclaimers: Software warranties, service warranties, and limitation of warranties
13. Limitation of Liability: Caps on liability and exclusions of certain types of damages
14. General Provisions: Standard clauses including governing law, dispute resolution, and notices
1. Professional Services: Include when additional implementation, configuration, or training services are required
2. Hosting Services: Include for cloud-based or hosted software solutions
3. Disaster Recovery: Include when specific disaster recovery and business continuity requirements are needed
4. Source Code Escrow: Include when source code escrow arrangements are required for business continuity
5. Third-Party Software: Include when third-party software components are part of the solution
6. Export Controls: Include for international licensing arrangements
7. Insurance Requirements: Include when specific insurance coverage is required from either party
8. Change Control: Include when formal change management procedures are needed
1. Schedule A - Software Description: Detailed description of the licensed software, including modules and features
2. Schedule B - Service Level Agreement: Detailed service levels, metrics, and remedies for non-compliance
3. Schedule C - Maintenance Services: Detailed description of maintenance and support services
4. Schedule D - Fee Schedule: Detailed breakdown of license fees, maintenance fees, and payment terms
5. Schedule E - Technical Requirements: Hardware, software, and network requirements for the software
6. Schedule F - Security Requirements: Detailed security standards and requirements
7. Appendix 1 - Support Procedures: Procedures for requesting and receiving technical support
8. Appendix 2 - Authorized Users: Definition and limitations of authorized users
Information Technology
Financial Services
Healthcare
Manufacturing
Retail
Professional Services
Education
Government
Telecommunications
E-commerce
Banking
Insurance
Business Process Outsourcing
Legal
Information Technology
Procurement
Compliance
Finance
Information Security
Operations
Technical Support
Contract Management
Risk Management
Vendor Management
Chief Technology Officer
IT Director
Legal Counsel
Procurement Manager
Software License Manager
Compliance Officer
Information Security Manager
IT Operations Manager
Contract Administrator
Chief Information Officer
Technical Support Manager
Service Delivery Manager
Chief Legal Officer
Chief Financial Officer
IT Infrastructure Manager
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