This alliance agreement software template has 28 pages and is a MS Word file type listed under our software & technology documents.
Sample of our alliance agreement software template:
ALLIANCE AGREEMENT This Alliance Agreement (the "Agreement") is made and effective the [Date] BETWEEN: [YOUR COMPANY NAME] (the "Corporation"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [COMPANY NAME] (the "Alliance Member"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] DEFINITIONS "COMMENCEMENT DATE" means the date on which the Programs are delivered by Corporation, or if no delivery is necessary, the Effective Date set forth on the relevant Order Form. "DESIGNATED SYSTEM" shall mean the computer hardware and operating system designated on the relevant Order Form or Sublicense report for use in conjunction with a Sublicensed Program, Development License, or Marketing Support License. "DOCUMENTATION" means the user guides and manuals for installation and use of the Program software. Documentation is provided in [SPECIFY] form, whichever is generally available. "ORDER FORM" shall mean the document in hard copy or electronic form by which the Alliance Member orders Program licenses, Sublicenses, and services, and which is agreed to by the parties. The Order Form shall reference the Effective Date of this Agreement. "PROGRAM" shall mean the software in object code form distributed by Corporation for which the Alliance Member is granted a license or grants a Sublicense pursuant to this Agreement; and the media, Documentation, and Updates therefore. "SUBLICENSE ADDENDA" shall mean the addenda to this Agreement specifying additional Sublicense terms and Sublicense rates and fees for the various types of Sublicenses which may be granted by the Alliance Member. "SUBLICENSE" shall mean a nonexclusive, nontransferable right granted by or through the Alliance Member to an end user to use an object code copy of the Programs with the Value-Added Package under authority of a Sublicense Addendum. "Sublicensee" shall mean a third party who is granted a Sublicense of the Programs with the Value-Added Package for such party's own internal data processing purposes and not for purposes of any further distribution. "TECHNICAL SUPPORT" means Program support provided under Corporation's policies in effect on the date Technical Support is ordered. "UPDATE" shall mean a subsequent release of a Program which Corporation makes generally available for Program Licenses at no additional license fee other than media and handling charges, provided the Alliance Member has ordered Technical Support for such licenses for the relevant time period. Updates shall not include any release, option or future product which Corporation licenses separately. "VALUE-ADDED PACKAGE" shall mean the hardware or software products or services having added value which are developed, sold, and/or licensed with the Programs to a Sublicensee by the Alliance Member, as provided under the applicable Sublicense Addenda. RIGHTS GRANTED Development Licenses and Trial Licenses Corporation grants to the Alliance Member a nonexclusive license to use the Development Licenses the Alliance Member obtains under this Agreement and applicable Sublicense Addenda, as follows: to develop or prototype the Value-Added Package on the Designated System or on a backup system if the Designated System is inoperative, up to any applicable maximum number of designated Users or other such limitation as may be applicable; to demonstrate the Programs to potential Sublicensees solely in conjunction with the Value-Added Package; to provide training and technical support to employees and to customers solely in conjunction with the Value-Added Package; to use the Documentation provided with the Programs in support of the Alliance Member's authorized use of the Programs; and to copy the Programs for archival or backup purposes; no other copies shall be made without Corporation's prior written consent. All titles, trademarks, and copyright and restricted rights notices shall be reproduced in such copies. All archival and backup copies of the Programs are subject to the terms of this Agreement. The Alliance Member may order temporary trial licenses ("Trial Licenses") for its evaluation purposes only, and not for development or prototype purposes, for use during a period specified in the Order Form. Each Order Form for Trial Licenses shall clearly state the trial period and shall identify that the order is for a Trial License. Marketing Support Licenses Corporation grants to the Alliance Member a nonexclusive license to use the Marketing Support Licenses the Alliance Member obtains under this Agreement and applicable Sublicense Addenda, as follows: to demonstrate the Programs to potential Sublicensees solely in conjunction with the Value-Added Package, up to any applicable maximum number of designated Users or other such limitation as may be applicable; to develop customized prototypes of the Value-Added Package for prospective Sublicensees on the Designated System if the Alliance Member does not receive any fees related to the development of such customized prototypes; to use the Documentation provided with the Programs in support of the Alliance Member's authorized use of the Programs; and to copy the Programs for archival or backup purposes; no other copies shall be made without Corporation's prior written consent. All titles, trademarks, and copyright and restricted rights notices shall be reproduced in such copies. All archival and backup copies of the Programs are subject to the terms of this Agreement. Sublicensing LICENSE TO SUBLICENSE PROGRAMS As further set forth in the applicable Sublicense Addenda, Corporation hereby grants the Alliance Member a nonexclusive, nontransferable license to market and grant Sublicenses as set forth in such Sublicense Addenda and at the rates and fees set forth in such Sublicense Addenda. The Alliance Member shall only have the right to Sublicense Programs pursuant to an effective Sublicense Addendum between the parties hereto. The Alliance Member shall Sublicense the Programs through a Sublicense agreement, which may include an on-line version, as provided under Section 2.3.B. Upon Corporation's request, the Alliance Member shall provide Corporation with a copy of the Alliance Member's standard Sublicense agreement. SUBLICENSE AGREEMENT Every Sublicense agreement shall include, at a minimum, contractual provisions which: Restrict use of the Programs to object code, subject to the restrictions provided under the applicable Sublicense Addenda and consistent with the Sublicense fees payable to Corporation; Prohibit (a) transfer of the Programs except for temporary transfer in the event of computer malfunction; (b) assignment, timesharing and rental of the Programs; and (c) title to the Programs from passing to the Sublicensee or any other party; Prohibit the reverse engineering, disassembly or decompilation of the Programs and prohibit duplication of the Programs except for a single backup or archival copy; Disclaim, to the extent permitted by applicable law, Corporation's liability for any damages, whether direct, indirect, incidental or consequential, arising from the use of the Programs; Require the Sublicensee, at the termination of the Sublicense, to discontinue use and destroy or return to the Alliance Member all copies of the Programs and Documentation; Prohibit publication of any results of benchmark tests run on the Programs; Require the Sublicensee to comply fully with all relevant export laws and regulations of the [COUNTRY] to assure that neither the Programs, nor any direct product thereof, are exported, directly or indirectly, in violation of [COUNTRY] law; and [SPECIFY]. Specify Corporation as a third party beneficiary of the Sublicense agreement to the extent permitted by applicable law.
