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Agreement

Free non-disclosure agreement

FREE

1.0
This is a straightforward non-disclosure agreement (NDA). This document is easy to adapt, although it does not include the more detailed provisions in some of our other NDAs. The document is unilateral, in that it protects the information of only one of the parties. A key issue to be addressed when adapting this NDA is the definition of confidential information. A narrow definition of ...

Free consultancy agreement

FREE

1.1
This is a free consultancy agreement. It includes straightforward provisions regarding the provision of consultancy services and the supply of deliverables resulting from the provision of those services. The template incorporates a licence to use the deliverables, but does not include any assignment of rights in the deliverables. Accordingly, the consultant retains ownership. You are welcome to use the document without purchasing a licence, providing ...

Free end user licence agreement

FREE

1.0
This document is a free-to-use software EULA or end user licence. Click-wrap and web-wrap licences can be created using this document, as well as more traditional shrink-wrap licences. The document governs the legal relationship between a licensor and its customers. Note: although this EULA can be used for B2C licences as well as B2B licences, it does not include a ...

Free software support agreement

FREE

1.2
A free, short-form software support services agreement. The document may be used in relation to the provision of helpdesk-based support services for software. It is not intended to cover software maintenance services, or indeed any other software-related services. This document is substantially identical to our basic software support agreement, but with the edition of an SEQ legal credit, which under our licensing ...

Free software maintenance agreement

FREE

1.0
This straightforward software maintenance agreement is identical to the our basic agreement, but as it is free-of-charge it does include a credit for SEQ legal which, under our licensing terms, you need to retain in the document. The agreement covers maintenance services by a software vendor in relation to software: that is, the supply of software upgrades and updates, and potentially the installation ...

Free software licence agreement

FREE

1.0
This is a straightforward software licensing agreement, designed for the granting of licences to businesses (as opposed to consumers). The document is a traditional "agreement", and should be signed by or on behalf of both the licensor and the licensee. The core provisions of this agreement cover the term of the licence, the scope of the licence, licence charges and payments, limitations of liability in ...

Free SaaS agreement

FREE

2.3
UPDATED
This is a short-form agreement covering the B2B provision of software-as-a-service. It also includes provisions relating to support and maintenance services. An acceptable use policy is included with this document as a schedule. This agreement is not suitable for use where the parties will contract online. If you are looking for a document to form part of an online checkout process, ...

Free web design and development agreement

FREE

1.0
This free web design and development agreement covers all the key issues arising in a typical contract, whilst being relatively easy to edit. A set of clauses in the document deal with the practicalities of the development process. These cover the developer's fundamental delivery obligations, the timetable for development, delays in the development process, consultation during the process, the customer's obligations in respect ...

Free non-exclusive distribution agreement

FREE

1.0
A distributorship is a contractual arrangement whereby one business is permitted to market and sell the products of another business. Typically, a distributorship will be granted in respect of a particular market, often a geographically-defined market. As this is a non-exclusive distribution agreement, the grant of the distributorship does not preclude the supplier (or a third party appointed by the supplier) from distributing ...

Free assignment of copyright

FREE

1.0
Copyright is one of the key intellectual property rights. It protects a very wide range of different types of intellectual creation, including books, plays, music and software. Businesses often (and individuals occasionally) need to transfer copyright, and the function of an assignment of copyright document is to give effect to such transfers. Under English law, legal transfers of copyright must be in writing and signed ...

Free commission agreement

FREE

1.0
This version of our commission agreement is available free-of-charge, providing you retain the textual credit/attribution included with the document. Under this commission agreement, one party agrees to pay commission to the other party. That commission is payable in respect of each "trigger event" which occurs during the term of the agreement (or during some other defined period). A "base amount" is associated ...

Free manufacturing agreement

FREE

1.0
This is a manufacturing agreement, under which the manufacturer is obligated to produce and supply products that are specified by the customer. Typically, a detailed product specification will be provided, and this may be incorporated into the agreement or supplied as and when required by the customer. In addition to the core manufacturing provisions, this agreement includes a schedule setting out the legal basis upon ...

Free software development agreement

FREE

1.0
Software development contracts can be both legally and factually complex, and it is almost always a good idea to set out the basis upon which the software is being developed in a written contract. This document is equivalent to our basic software development agreement. The only difference is that this document includes a section crediting/attributing the template to us. Please use the basic document ...

Non-disclosure agreement (unilateral, standard)

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1.0
This non-disclosure agreement will help protect confidential information that one person or organisation supplies to another. The core provisions of the agreement include a definition of confidential information, restrictions on the use and disclosure of that information, exceptions to those restrictions and rules regarding the treatment of that information upon termination of the agreement. This document is standard length, omitting some of the provisions ...

Non-disclosure agreement (mutual, standard)

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1.0
This is a mutual non-disclosure agreement (NDA) which protects the information of both parties. In many circumstances, businesses use mutual NDAs even where it is not certain that both parties will be supplying confidential information. There are two good reasons for doing this: first, it is often easier to agree the terms of a mutual document; second, if the other party does in fact ...

Non-solicitation agreement (unilateral)

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1.1
This is a unilateral non-solicitation agreement: all the non-solicitation obligations restrict the freedom of one party for the benefit of the other. The specific non-solicitation restrictions in the document include: (i) a prohibition on entering into contracts or other business dealings with relevant persons; (ii) a prohibition on employing or becoming the employee of relevant persons; (iii) a prohibition on forming a ...

Amendment agreement

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1.0
This simple template agreement may be used to amend an existing two party contract in circumstances where the amendment will take place with the written agreement of each of the parties. The types of amendment anticipated in this amendment agreement include: (i) the deletion of provisions from the original contract; (ii) the addition of provisions into the original contract; and (iii) the substitution of provisions ...

Non-disclosure agreement (mutual, premium)

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2.0
UPDATED
This mutual non-disclosure agreement protects both parties to a contract by providing that neither party may disclose the other's confidential information. This is the premium version of our non-disclosure agreement template and as such is more comprehensive than our standard version, incorporating a wider range of provisions and addressing a wider range of circumstances. If two businesses plan to work together, it ...

Non-disclosure agreement (unilateral, premium)

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2.0
UPDATED
This is a premium one-way NDA (non-disclosure agreement) template, designed to protect the confidential information that one person discloses to another. It may be suitable for use in many different circumstances where confidential information is being disclosed. For example, the premium NDA may be used in relation to the disclosure of an invention, a copyright work or a business idea, proposal or plan. ...

Non-disclosure agreement (web design)

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14

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1.0
Web designers and developers need to know the details of a project before quoting; but their clients are often concerned about disclosing their business ideas without any form of legal protection. Those ideas usually need to be disclosed before a full web design or development contract has been executed, so the client cannot usually rely upon confidentiality clauses in the designer's or developers T& ...

Non-disclosure agreement (invention)

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This non-disclosure agreement (NDA) is a lightly modified version of our "unilateral" NDA document, designed for use in relation to the disclosure of an invention and related information by an inventor to a potential industrial or commercial partner. Note that potentially patentable inventions should be kept confidential. A failure to do so may prevent the grant of a patent, or render a granted patent ...

Non-disclosure agreement (media concept)

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If you are supplying an idea about a book, film, game or other media concept to a publisher or other media corporation, you may want to protect that idea using a non-disclosure agreement. This document has been designed for use in exactly this situation. A confidentiality agreement is no guarantee that your ideas will not be misappropriated. Nonetheless, there are a number of good ...

Non-disclosure agreement (business venture)

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2.0
UPDATED
Business venture discussions usually involve the exchange of confidential information such as business plans and financial data, and it is common for the parties to enter into a non-disclosure agreement to protect that information. This is a mutual or two-way agreement, protecting the information of both parties. The default provisions are mirror images, but the agreement can be adapted so that different rules ...

Non-solicitation agreement (mutual)

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1.1
This is a straightforward non-solicitation agreement template. The template is designed to help businesses to protect their legitimate interests through contractual prohibitions restricting dealings with third parties. The restraints of trade doctrine can affect the enforceability of a non-solicitation agreement. Contractual provisions that amount to covenants in restraint of trade are prima facie unenforceable. They will usually only be enforced by the courts ...

Confidentiality and non-solicitation agreement (unilateral)

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2.0
UPDATED
A business's confidential information may include information enabling others to solicit the business's customers, suppliers, contractor or employees, and thereby cause damage to the business. For this reason, you should consider including specific non-solicitation provisions in your non-disclosure or confidentiality agreement. This is a unilateral (or one-way) template, and so it will only serve to protect the information and business ...

Consultancy agreement (basic)

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1.1
Consulting services come in many forms and vary in complexity. This basic consultancy agreement is designed for consulting engagements that fall at the simpler end of the spectrum. Matters covered by this agreement include the provision of services, the amounts to be paid by the customer, payment terms, warranties and limitations of liability. The agreement also includes an optional licence permitting the customer to use ...

Confidentiality and non-solicitation agreement (mutual)

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2.0
UPDATED
This agreement template has been designed for the situation where two parties wish to impose both confidentiality and non-solicitation obligations upon each other. In other words, the confidentiality and non-solicitation obligations will be mutual. The confidentiality provisions may restrict not just the disclosure of confidential information, but also the manner of its use. Flexible definitions of "confidential information" are included, allowing for both ...

Commission agreement

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1.0
This form of agreement is designed to be used to regulate the payment of commission by one contracting party to the other party. The obligation to pay commission may arise out of the provision of a service or some other act or event. For instance, it may arise out of the introduction of a customer. The second party is entitled to a percentage share calculated ...

Assignment of intellectual property rights

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This document can be used to assign (ie transfer ownership of) intellectual property rights. Those rights may be registered and/or unregistered rights. An assignment of registered intellectual property rights should usually itself be registered with the appropriate authorities. For instance, an assignment of a UK registered trade mark should be registered with the UK Intellectual Property Office using Form TM 16 (Application to record ...

Assignment of copyright

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Just like real property, intellectual property may be transferred from one person to another. This document may be used to effect the transfer (ie assignment) of copyright. It may be used in connection with one specific type of copyright (eg literary copyright or artistic copyright) or alternatively may be used to assign a range of different copyright types. The transfer under this document may be ...

Assignment of trade marks

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This is an assignment of trade marks. The purpose of this document is to transfer the rights in trade marks from one person to another. The transfer may relate to both registered and unregistered trade mark rights. In respect of UK registered trade marks, you must, in addition to executing a written assignment, register that assignment with the UK Intellectual Property Officer. Generally, assignments of ...

Assignment of rights in a website

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If you need to assign the copyright and other unregistered IPR in a website from one person (or company) to another person (or company) you should consider this document. Based on our standard copyright assignment, the subject matter of the transfer is designated using two key definitions: "Excluded IP" refers to the IP that is reserved to the transferor; and "Assignment" IP refers to the ...

Assignment of rights in software

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Using this document, you can transfer the copyright in a computer programme from the existing owner to a new owner. The document can also be used to transfer other unregistered intellectual property rights subsisting in the computer programme (for example, database rights) alongside the copyright. The document allows for specified rights to be excluded from the transfer. This document is not suitable for use in ...

Non-exclusive distribution agreement (standard)

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This is a standard-form non-exclusive distribution agreement. Under this agreement, the supplier grants to the distributor the right to distribute products in a particular marketplace. The grant is non-exclusive as the supplier may appoint others to distribute the products in the same marketplace, and may indeed itself act as a distributor within that marketplace. Terms and conditions of supply, setting out the ...

Exclusive distribution agreement (standard)

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This exclusive distribution agreement template may be used to regulate the relationship between a supplier of products on the one hand and a distributor of those products on the other. The distributors rights are granted in respect of a particular marketplace. The agreement assumes that the supplier (and third party distributors) will be excluded from distributing the products in that marketplace. See our non-exclusive ...

Web design and development agreement (basic)

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This basic web design and development agreement covers the core issues in any development contract, but omits many of the optional clauses from the standard and premium versions. The first few sections of this agreement govern the development process: what will be developed, how and when? As well as placing obligations upon the developer, these sections may also require the customer to co-operate and ...

Software support agreement (basic)

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1.2
This is a short-form software support services agreement template, designed with ease-of-use in mind. Although comparatively short, and optional service level agreement is included with the document as a schedule. This schedule may be used to provide detail about how the services will be provided. If you are looking for a more sophisticated document, please consider our standard and premium software support ...

Software maintenance agreement (basic)

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1.0
This short-form software maintenance agreement contains the core provisions from our standard maintenance agreement, but with few optional extras. It is intended to cover the provision of software updates and upgrades by a software vendor to customers. It may also be used to cover some related services, such as the installation of updates and upgrading services. It does not, however, cover general software support ...

IT support terms and conditions (basic)

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2.0
This is the short-form version of our IT support services terms and conditions document, which is designed to cover the supply of third party hardware and software in addition to the core IT support services. This document is comparatively easy to use, but is not as flexible as the standard-form and long-form versions. A draft statement of work is included with the ...

Sponsorship agreement (standard)

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A sponsorship agreement regulates the payment of monies by one person to another person in respect of sponsorship benefits. The subject matter of the sponsorship could be an event, team, individual sports competitor, project or location (referred to below as the "sponsorship subject matter"). Examples of sponsorship benefits include: (a) the sponsor's brand being used in conjunction with the name of the sponsorship subject ...

Software licence agreement (basic)

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1.0
This is a short form B2B software licence template, in traditional "agreement" form. The central provision of the template is the licence itself. The licence may be limited to particular actions (eg installing or using the software), to particular dates (eg during the term of the agreement), to particular locations (eg within the UK) and/or to particular users (eg employees of the customer). The ...

Consultancy agreement (standard)

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2.1
For many consultancy arrangements, this standard agreement will represent a sensible compromise between legal certainty and protection on the one hand, and documentary complexity on the other. It builds on our basic consultancy agreement, without including all of the optional provisions of the premium consultancy agreement. Issues that are not covered in the basic document but are addressed in this standard document include: the provision ...

Commission and non-solicitation agreement

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1.1
This version of our commission agreement document includes non-solicitation provisions. Those provisions are intended to protect the business interests of one or both of the parties, by inhibiting the other party from contacting, negotiating with and/or doing business with persons and companies associated with the protected party. In addition to the non-solicitation provisions, this document includes all of those provisions of the ...

Services agreement (standard)

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2.0
This is a generic services agreement, designed to regulate the relationship between a business providing services and a customer of that business. It is a shorter and simpler version of our premium services agreement. The customer may be a sole trader, partnership, company or any other kind of organisation (but should not be an individual consumer). The agreement includes optional provisions relating to the supply ...

Licence of copyright

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30

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1.0
Copyright works include written works, musical works and artistic works. A copyright licence is a right for a person to act in some particular way in respect of a copyright work without infringing the rights of the copyright owner. Licensing is one of the key characteristics of intellectual property rights such as a copyright. This document allows a person who owns or controls the copyright ...

Licence of trade marks

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Using this document, a trade mark owner may licence rights in trade marks to another person. The trade mark rights may be registered or unregistered or both. The rights granted will vary from licence to licence. The document is relatively flexible, and may be edited to the advantage of either party. The trade mark licence assumes that the rights in question arise under English law. ...

Software support and maintenance agreement (basic)

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This short-form agreement covers the provision of support services and maintenance services in relation to software. Support services include the provision of a helpdesk enabling the customer to raise software issues with the service provider and the resolution of those issues. Maintenance services include the provision of software updates and upgrades to the customer. This document is also available in standard-form and long- ...

End user licence agreement

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30

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1.0
This document is an end user licence agreement (EULA) for software. It sets out the rights and obligations of the licensor on the one hand, and of the customer or user on the other. The document may be adapted for use where the licence is being agreed upon purchase/opening (shrink-wrap), download (Web-wrap) or installation (click-wrap). The document may be used for ...

Software development agreement (basic)

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This short-form software development agreement covers the development of software for a customer, the supply of that software to the customer and the assignment of the intellectual property rights in that software to the customer. The software should be identified in the first schedule to the agreement, and may or may not include source code. In most cases, where rights in software are being ...

Web design and development agreement (standard)

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2.0
In creating this web design and development agreement, we have tried to balance flexibility with usability. This agreement includes all the provisions of the basic version of the agreement, and on top of that a range of optional provisions. However, it does not try to cover so much ground as the premium version of the agreement. The core provisions, which are also in the basic ...