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Non Exclusive Software License Template for Canada

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Key Requirements PROMPT example:

Non Exclusive Software License

"I need a Non-Exclusive Software License Agreement for my AI-powered healthcare analytics software that will be licensed to multiple Canadian hospitals, with specific emphasis on PIPEDA compliance and data security provisions to protect patient information."

Document background
The Non-Exclusive Software License Agreement is essential for businesses operating in Canada that wish to license their software while maintaining their intellectual property rights and the ability to license the same software to others. This document is particularly relevant in today's digital economy where software licensing is a common business model. It should be used when a software owner wants to grant usage rights to multiple licensees while retaining ownership and control of the software. The agreement includes crucial elements required under Canadian law, such as compliance with the Copyright Act, PIPEDA, and provincial electronic commerce legislation. It covers essential aspects such as license scope, usage rights, fees, maintenance, support, and termination conditions. The non-exclusive nature of the license means the licensor retains the right to grant similar licenses to other parties, making this agreement type particularly suitable for commercial software distribution.
Suggested Sections

1. Parties: Identification of the licensor and licensee with full legal names and addresses

2. Background: Context of the agreement, including brief description of the software and purpose of the license

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. License Grant: Specific terms of the non-exclusive license, including permitted uses and restrictions

5. License Fees: Payment terms, fee structure, and payment schedule

6. Intellectual Property Rights: Assertion of licensor's ownership and IP rights

7. Term and Termination: Duration of the license and conditions for termination

8. Licensee Obligations: Responsibilities and restrictions on the licensee's use of the software

9. Warranties and Disclaimers: Software performance warranties and limitation of warranties

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

11. Confidentiality: Protection of confidential information exchanged during the license relationship

12. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment

Optional Sections

1. Support and Maintenance: Terms for technical support and software updates - include if ongoing support is offered

2. Data Protection: Specific provisions for handling personal data - include if software processes personal information

3. Service Levels: Performance metrics and standards - include for cloud-based or hosted software

4. Audit Rights: Rights to audit licensee's use of software - include for enterprise licenses

5. Source Code Escrow: Terms for source code escrow arrangements - include if agreed for business-critical software

6. Export Controls: Compliance with export regulations - include if software may be used internationally

7. Insurance: Insurance requirements - include for high-value or high-risk implementations

8. Training and Implementation: Terms for training and deployment services - include if these services are provided

Suggested Schedules

1. Schedule A - Software Description: Detailed technical specifications and functionality of the licensed software

2. Schedule B - License Fees: Detailed fee structure, payment terms, and pricing tiers

3. Schedule C - Service Levels: Detailed performance metrics, response times, and service standards

4. Schedule D - Support Services: Description of support and maintenance services, including response times

5. Schedule E - Approved Users: List of authorized users or user categories (for enterprise licenses)

6. Schedule F - Security Requirements: Security standards and requirements for software use and data protection

7. Appendix 1 - Acceptable Use Policy: Guidelines and restrictions for software usage

8. Appendix 2 - Data Processing Terms: Specific terms for handling and processing personal data

Authors

Alex Denne

Head of Growth (Open Source Law) @ 黑料视频 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























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Relevant Industries

Information Technology

Software Development

Financial Services

Healthcare

Education

Manufacturing

Retail

Professional Services

Telecommunications

Government and Public Sector

E-commerce

Media and Entertainment

Consulting Services

Relevant Teams

Legal

Information Technology

Procurement

Sales

Business Development

Risk and Compliance

Operations

Software Development

Contract Administration

Product Management

Relevant Roles

Chief Technology Officer

Legal Counsel

Software Licensing Manager

Contract Manager

IT Director

Software Development Manager

Procurement Manager

Intellectual Property Lawyer

Commercial Director

Business Development Manager

Sales Director

Operations Manager

Compliance Officer

Risk Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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