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Proprietary Software License Agreement
"I need a Proprietary Software License Agreement under Singapore law for my enterprise-grade data analytics software, with specific provisions for source code escrow and strict data protection requirements as we'll be handling sensitive financial data."
1. Parties: Identification of licensor and licensee with full legal details
2. Background: Context of the agreement and ownership of the software
3. Definitions: Key terms used throughout the agreement
4. License Grant: Scope and nature of the software license
5. License Restrictions: Limitations on use and prohibited activities
6. Intellectual Property Rights: Ownership and protection of IP rights
7. Payment Terms: License fees, payment schedule, and related terms
8. Term and Termination: Duration and termination conditions
1. Maintenance and Support: Terms for ongoing technical support services - include when ongoing technical support is part of the agreement
2. Service Level Agreement: Performance standards and metrics - include for enterprise software with uptime requirements
3. Data Protection: PDPA compliance measures - include when personal data is processed
4. Source Code Escrow: Terms for source code access and protection - include for business-critical software
1. Schedule 1: Software Description: Detailed description of licensed software and components
2. Schedule 2: License Fees: Detailed pricing structure and payment terms
3. Schedule 3: Technical Specifications: Technical requirements and specifications
4. Schedule 4: Support Services: Details of maintenance and support services
5. Appendix A: Acceptable Use Policy: Rules and guidelines for software usage
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