This One Time Software License Agreement template is designed for use in Pakistan when a software provider wishes to grant a permanent, non-recurring license to a user or organization. The document is structured to comply with Pakistani legal requirements, including the Copyright Ordinance, 1962, Electronic Transactions Ordinance, 2002, and relevant commercial laws. It is particularly suitable for situations where software is being licensed for a one-time fee without ongoing subscription or renewal requirements. The agreement covers essential aspects such as license scope, usage restrictions, intellectual property rights, warranties, and liability limitations, while incorporating specific provisions required under Pakistani law. It serves as a comprehensive legal framework for protecting the licensor's intellectual property rights while providing the licensee with clear terms of use and ownership limitations.
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1. Parties: Identification of the licensor and licensee with complete legal names and addresses
2. Background: Context of the agreement, brief description of the software, and purpose of the license
3. Definitions: Definitions of key terms used throughout the agreement, including technical terms specific to the software
4. Grant of License: Specific terms of the license grant, including scope, territory, and any restrictions on use
5. License Fee: One-time payment terms, method of payment, and any applicable taxes
6. Delivery and Installation: Terms regarding software delivery, installation process, and acceptance criteria
7. Intellectual Property Rights: Clear statement of IP ownership and rights retention by the licensor
8. Use Restrictions: Specific prohibitions and limitations on software use, including restrictions on copying, modification, and reverse engineering
9. Warranties and Representations: Warranties regarding software functionality, performance, and compliance with specifications
10. Limitation of Liability: Limitations on licensor's liability and disclaimers
11. Term and Termination: Duration of the license and grounds for termination
12. Governing Law and Jurisdiction: Specification of Pakistani law as governing law and jurisdiction for disputes
13. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability
1. Data Protection: Required if the software processes personal data or when compliance with data protection laws is necessary
2. Source Code Escrow: Optional provision for source code escrow arrangements, typically included for mission-critical software
3. Training and Support: Include if the license includes initial training or temporary support services
4. Security Requirements: Necessary for software handling sensitive data or requiring specific security protocols
5. Export Controls: Required if the software is subject to international export regulations
6. Third-Party Software: Include if the licensed software incorporates third-party components
7. Audit Rights: Optional clause allowing licensor to audit licensee's use of the software
1. Schedule 1 - Software Description: Detailed technical specifications and functionality description of the software
2. Schedule 2 - License Fee Details: Breakdown of the license fee, payment schedule, and any additional costs
3. Schedule 3 - Installation Requirements: Technical requirements for installation, including hardware and software prerequisites
4. Schedule 4 - Acceptance Testing: Acceptance criteria and testing procedures for the software
5. Appendix A - Authorized Users: If applicable, list of authorized users or user categories and their access rights
6. Appendix B - Technical Documentation: User manuals, technical documentation, and other supporting materials
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