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This Software License Subscription agreement is designed for use in the Philippine market where a software provider wishes to grant access to their software on a subscription basis. The document is particularly relevant in today's cloud-based software delivery environment, providing a legal framework that addresses both traditional licensing concerns and modern subscription-based access models. It includes essential provisions required under Philippine law, including compliance with the IP Code, E-Commerce Act, and Data Privacy Act, while covering critical commercial aspects such as service levels, support obligations, and subscription fees. This agreement type is typically used for SaaS (Software as a Service) arrangements, recurring license models, and other subscription-based software services where ongoing access and support are key components of the service offering.

1. Parties: Identification of the licensor and licensee, including full legal names, addresses, and registration details

2. Background: Context of the agreement, brief description of the software, and the parties' intention to enter into a subscription arrangement

3. Definitions: Detailed definitions of key terms used throughout the agreement, including Software, Subscription Period, Authorized Users, etc.

4. Grant of License: Scope of the license, including usage rights, restrictions, and territory limitations

5. Subscription Term and Renewal: Duration of the initial subscription period and terms for renewal or termination

6. Fees and Payment: Subscription fees, payment terms, billing cycles, and late payment consequences

7. User Access and Authentication: Rules for user authentication, access controls, and management of authorized users

8. Service Levels: Performance standards, availability commitments, and support services

9. Data Protection and Privacy: Obligations regarding data handling, privacy compliance, and security measures

10. Intellectual Property Rights: Statement of IP ownership, protection of rights, and restrictions on use

11. Warranties and Disclaimers: Software performance warranties, service commitments, and limitation of warranties

12. Limitation of Liability: Caps on liability and exclusions of certain types of damages

13. Termination: Grounds for termination, process, and consequences of agreement termination

14. Post-Termination Obligations: Actions required after termination, including data return or destruction

15. General Provisions: Standard legal provisions including governing law, notices, assignment, and entire agreement