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Commercial Software License Template for Philippines

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Key Requirements PROMPT example:

Commercial Software License

"I need a Commercial Software License agreement for enterprise-wide ERP software deployment to 500 users, including source code escrow provisions and 24/7 support services, with implementation to begin March 2025."

Document background
The Commercial Software License agreement is essential for businesses operating in the Philippines that wish to license software products for commercial use. This document is specifically designed to comply with Philippine legal requirements, including the Intellectual Property Code, E-commerce Act, and Data Privacy Act. It serves as the primary agreement governing the relationship between software providers and their commercial users, detailing crucial aspects such as license scope, permitted uses, territorial restrictions, and compliance requirements. The agreement is particularly important in the Philippine context where software licensing must align with local consumer protection laws and regulatory requirements while protecting the intellectual property rights of the software owner.
Suggested Sections

1. Parties: Identification of the licensor and licensee, including their legal status and principal places of business

2. Background: Context of the agreement and brief description of the software product

3. Definitions: Detailed definitions of technical terms, key concepts, and specific terms used throughout the agreement

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

5. License Fees and Payment Terms: Pricing, payment schedule, and payment methods

6. Term and Termination: Duration of the license, renewal terms, and circumstances for termination

7. Intellectual Property Rights: Ownership of IP, protection of rights, and handling of infringement

8. Warranties and Representations: Standard warranties regarding software functionality, ownership, and non-infringement

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

10. Confidentiality: Protection of confidential information and trade secrets

11. Support and Maintenance: Terms for technical support, updates, and maintenance services

12. Governing Law and Jurisdiction: Philippine law as governing law and jurisdiction for dispute resolution

13. General Provisions: Standard boilerplate clauses including force majeure, entire agreement, and amendments

Optional Sections

1. Data Privacy and Protection: Required if the software processes personal data, ensuring compliance with the Data Privacy Act

2. Source Code Escrow: Optional protection for licensee through source code escrow arrangements

3. Service Level Agreement: Needed for software provided as a service (SaaS) or with specific performance requirements

4. Disaster Recovery: Required for business-critical software applications

5. Export Controls: Necessary if the software may be subject to international trade restrictions

6. Training and Implementation: Include if the license includes training or implementation services

7. Audit Rights: Optional clause allowing licensor to verify compliance with license terms

8. Third-Party Software: Required if the software incorporates third-party components

Suggested Schedules

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

2. Schedule B - License Fees: Detailed breakdown of license fees, payment schedules, and pricing tiers

3. Schedule C - Service Level Requirements: Performance metrics, response times, and service standards

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

5. Schedule E - Authorized Users: Definition and limitations of authorized users and access rights

6. Schedule F - Security Requirements: Security standards and protocols to be maintained

7. Appendix 1 - Technical Requirements: Minimum system requirements and technical specifications

8. Appendix 2 - Implementation Timeline: Project timeline for software implementation if applicable

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














































Clauses



































Relevant Industries

Information Technology

Software Development

Financial Services

Healthcare

Manufacturing

Retail

Professional Services

Education

Telecommunications

E-commerce

Government and Public Sector

Banking and Finance

Relevant Teams

Legal

Information Technology

Procurement

Compliance

Information Security

Finance

Operations

Risk Management

Vendor Management

Software Development

Contract Administration

Relevant Roles

Chief Technology Officer

IT Director

Legal Counsel

Procurement Manager

Software Licensing Manager

Compliance Officer

Information Security Manager

Contract Administrator

Chief Information Officer

Business Development Manager

IT Project Manager

Chief Legal Officer

Software Asset Manager

Vendor Management Specialist

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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