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Limited Use License Agreement Template for Philippines

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Key Requirements PROMPT example:

Limited Use License Agreement

"I need a Limited Use License Agreement for software that my company developed, to be licensed to educational institutions in the Philippines starting March 2025, with restrictions on modification and redistribution, and including maintenance support terms."

Document background
The Limited Use License Agreement is essential for businesses and individuals seeking to grant or receive limited rights to use proprietary content, software, or intellectual property in the Philippines. This document is particularly relevant in today's digital economy where licensing of intellectual property and technology assets is increasingly common. The agreement must comply with Philippine legislation, including the Intellectual Property Code (Republic Act No. 8293) and related laws, while addressing modern licensing challenges. It is typically used when a property owner wants to maintain control over their intellectual property while allowing others to use it under specific conditions. The document includes detailed terms about usage rights, restrictions, payment structures, and compliance requirements, making it suitable for both domestic and international licensing arrangements while ensuring adherence to Philippine legal requirements.
Suggested Sections

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

2. Background: Context of the agreement, nature of the licensed material, and general purpose of the license

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

4. Grant of License: Specific terms of the license grant, including scope, territory, and duration

5. License Restrictions: Clear enumeration of prohibited uses and activities

6. License Fee: Payment terms, amounts, and schedule for license fees

7. Intellectual Property Rights: Assertion and protection of IP rights, ownership declarations

8. Representations and Warranties: Statements regarding ownership, right to license, and quality of licensed material

9. Term and Termination: Duration of agreement, renewal terms, and termination conditions

10. Confidentiality: Protection of confidential information exchanged during the license period

11. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction details

12. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Support and Maintenance: Include when ongoing technical support or maintenance services are part of the license

2. Data Protection: Include when personal data processing is involved, ensuring compliance with the Data Privacy Act

3. Export Controls: Include for software or technology subject to export regulations

4. Source Code Escrow: Include when source code access might be needed under specific conditions

5. Audit Rights: Include when licensor requires rights to audit licensee's use of licensed material

6. Insurance Requirements: Include when specific insurance coverage is required from either party

7. Service Level Agreement: Include when the licensed material requires specific performance or availability levels

Suggested Schedules

1. Schedule A - Licensed Material: Detailed description of the licensed material, including version numbers and specifications

2. Schedule B - License Fees: Detailed breakdown of license fees, payment schedule, and calculation methods

3. Schedule C - Technical Requirements: Technical specifications and requirements for using the licensed material

4. Schedule D - Authorized Users: List of authorized users or user categories when license is for multiple users

5. Appendix 1 - Support Terms: Detailed support and maintenance terms if applicable

6. Appendix 2 - Service Levels: Detailed service level commitments and metrics 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

Media and Entertainment

Education

Research and Development

Healthcare

Financial Services

Manufacturing

Telecommunications

Professional Services

Biotechnology

Publishing

Relevant Teams

Legal

Compliance

Intellectual Property

Information Technology

Software Development

Content Management

Business Development

Risk Management

Operations

Research and Development

Product Management

Procurement

Relevant Roles

Legal Counsel

Intellectual Property Manager

Licensing Manager

Contract Administrator

Business Development Manager

Chief Technology Officer

Software Development Manager

Content Manager

Risk Management Officer

Compliance Officer

Chief Legal Officer

Technology Transfer Officer

Product Manager

Operations Director

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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