Computer software license agreement

"owned" Computer Co., Ltd. is located at the headquarters of the postal code.

"Need" manufacturing company, located at , based in , postal code for .

The above-mentioned parties have agreed to sign this Agreement, as evidenced by this.

Whereas the Licensor develops and owns a computer system named “Universal”, an integrated database office management and financial control system, and in view of the licensee’s desire to obtain the above system and use it at its headquarters, the Licensor is willing to Licensee provides the above system and issues a license to use it. Therefore, both parties agree to sign this Agreement, the provisions of the agreement are as follows:

Article 1 Definition

The relevant terms used in this Agreement are defined as follows:

1-1 “Agreement” means all the ancillary files and all amendments signed in this Agreement and in accordance with this Agreement.

1-2 “CPU” means a central processing unit.

1-3 “Computer Program” means any source or object code command that controls the operation of the CPU.

1-4 “Designated CPU” means a “10 6th-order super unimaginable computer” installed in the licensee's office and its upgraded machine.

1-5 “Licensed Program” means a license information processing program executable on a designated CPU. It consists of a number of modules in the “Universal” computer software system of the Licensor. The Software System is listed in the Attached File I, which is attached to this The agreement is also part of it, and all further explanations are defined in the attached file I.

1-6 “License Material” means any material relating to the Licensed Program, which is owned by the Licensor and licensed to Licensee for use with the Licensed Program, including those specified in Attached File I and in writing Other files described - input form, user manual, interface format and input/output format, all of which are delivered to Licensee as confidential content or exclusive rights of the licensor.

1-7 “License Software” means the license program and license materials.

1-8 “Authorized Person” means the employee of Licensee and the other party who works indirectly or indirectly with Licensee to work for Licensee. Other parties include, but are not limited to, Licensor and Designation. The seller of the CPU or the licensee re-designates the CPU vendor who can use the license software in accordance with this Agreement.

1-9 “Improvement” means any revision, refinement or modification of the Licensed Software, or any work performed to increase the scope of use, functionality or other useful features of the Software.

Article 2 Granting the license

2-1 In accordance with the terms and conditions of this Agreement, Licensor agrees to grant, Licensee agrees to accept a non-transferable, non-exclusive license to authorize the Licensee to use the Licensed Software on the designated CPU, such use is limited to Licensed Use internally and provide information services to its subsidiaries or affiliates. Any third party other than the above shall not be entitled to use the Licensed Software or any part thereof. No one has the right to sell, rent, transfer or otherwise transfer or otherwise use the Licensed Software or any part of it to others.

2-2 The restrictions in Article 2 of this Agreement shall apply to any software system in which the Licensed Software is a part of it, unless the Licensor and Licensee have otherwise entered into a written agreement.

2-3 Each CPU that will use the licensed software is required to sign a separate license to supplement this agreement. When the designated CPU is inoperable or cannot be used for any reason, the license of the designated CPU obtained by Licensee in accordance with this Agreement or the supplementary license of any CPU obtained under the Supplemental Agreement may be transferred to a backup CPU. , but the licensee must do its utmost to overcome this situation as quickly as possible.

2-4 Licensee may, in advance, obtain written approval from Licensor to reassign another CPU to the Licensed Software, for which Licensor shall not refuse without cause. Re-specify the CPU without additional charges.

Article 3 Services provided by the licensor

3-1 Licensed Program and License Information

Licensor will provide Licensee with one license program in both source and target code and provide not less than two licenses.

3-2 Installation, initial training and adjustment

Licensor shall provide installation and initial training to Licensee in accordance with Attachment II. An initial adjustment service shall be provided if required, and Annex II is attached to and is part of this Agreement. For this purpose, Licensee shall provide Licensor with reasonable time to use the designated CPU during normal business hours.

3-3 Additional Training

Except for the maximum training time specified in Section B of Subsidiary Archives, if Licensee submits additional training requirements to Licensor in writing, Licensor shall use its best efforts to provide such training services in a timely manner, as requested by Licensee. The training venue can be located at the location of the designated CPU or other suitable location acceptable to both parties.

3-4 delivery

After the entry into force of this Agreement, both parties shall consult on the provision of the license software and license materials as specified above, as well as the various services provided by the Licensor, and make arrangements that are mutually agreed by both parties.

3-5 Other advisory services

3-5-1 In addition to the training services specified in paragraphs 3-2, 3-3 and sub-files A-1 above, the licensor shall also, to the licensee, in accordance with the written request of the licensee. Provide advisory services on licensing software.

3-5-2 Before beginning any additional services, Licensor shall work with Licensee to develop an additional License Software Adjustment List that meets the requirements for the License Software and other special services.

3-5-3 Licensee shall indicate the priority of these additional services and when to use them.

3-5-4 Thereafter, Licensor shall report to Licensee the fees for the above services and estimate the total expenses based on these charges, and it shall also confirm whether the above schedule is acceptable.

3-5-5 Before receiving the written reply from the licensee to the above fees and schedules,

Licensor will not proceed with this service.

3-6 Maintenance

3-6-1 In the initial period of 6 months from the date of installation of the applicable license software, the licensor will correct the errors and malfunctions in the license software, if the licensee also develops an updated version of the license software during this period. , will be provided to the licensor. Maintenance services are available from Monday to Friday, Eastern Standard Time or 8:00 am to 5:00 pm in summer time, except for national holidays.

3-6-2 After the above six months, the Licensor will continue to provide the Licensee with the same level of maintenance software, but the Licensee must pay the Service Fee in accordance with Section 5-2. Prior to the expiration of the initial period specified in Section 3-6-1, Licensee may notify Licensor in writing that the Licensor's above-mentioned maintenance services will no longer be required after the initial period has expired. After the initial period, Licensee may notify Licensor in writing 60 days in advance to terminate the maintenance services provided by Licensor. In the above circumstances, Licensee shall prepay the Licensor's maintenance fee in advance, failing to terminate the service. By performing that part of the service, the licensor will not refund the remaining fees.

3-6-3 At any time, when Licensee defaults on the Licensor's maintenance fee, Licensor will cease to provide Licensee with such maintenance services. Suspension of maintenance services for whatever reason does not affect the rest of this Agreement.

Article 4 Term; probation period; termination; rights and obligations before termination

4-1 This Agreement shall enter into force on the date of the last signature. Beginning with the final installation of the license program on the designated CPU, the calculation of the license period specified in this Agreement begins and is permanently valid unless terminated in accordance with the following provisions of this section.

4-2 The trial period is 90 days from the date of the final installation of the license program. During the trial period, Licensee will decide whether to terminate the license for the Licensed Software and, at the same time, decide whether to terminate this Agreement in whole or in part. In the absence of such termination, at any time thereafter, Licensee will have the right to terminate this Agreement and the license granted to Licensee at any time after 60 days of written notice to Licensor.

4-2-1 During the trial period, if Licensee decides to terminate the license for use of this Agreement and the Licensed Software, it shall send a written notice to the Licensor by registered mail, and the postmark date on the registered letter shall be incomplete. On the last day of the trial period.

4-2-2 For the termination of the above, neither the Licensor nor the Licensee shall be liable, except that the Licensee must return the Licensed Software and not disclose the Software in accordance with Article 6 of this Agreement.

4-3 If Licensee violates any of its obligations under this Agreement, Licensor may, in addition to taking any remedy available, terminate the license granted to Licensee in this Agreement if it deems it necessary All rights, as long as it is notified in writing 2 months in advance, indicating the relevant provisions of its violation. Unless Licensee provides a remedy that Licensor considers to be satisfactory in the period specified in this notice, if the remedy period requires more than 2 months, Licensee must begin and continually strive to correct its default during this period. behavior.

4-4 This paragraph is subject to 4-5 models. Upon the termination of this Agreement, Licensor shall not be liable for the return of the fees paid by Licensee under this Agreement. The Licensee shall pay the amount immediately and, within 30 days after the termination, Licensee shall deliver to the Licensor all the files relating to the Licensed Software provided to it or modified by it, and at the same time, Licensee All unused license software placed in any memory and credited to any media should be listed. Licensee may retain a copy of the Licensed Software, however, it may only be used for archival purposes. At normal times, the licensor should have a reasonable opportunity to understand the software's situation in order to levy the licensee's compliance with the above obligations.

4-5 Once the party has a dispute as to whether the licensee is actually in breach of this Agreement, the licensee shall not be required to waive control of the software or any part thereof until the final judicial decision is made and the protest is no longer filed. .

Article 5 Fees and Payments

5-1 Licensee shall pay the Licensor the following fees as a result of the license granted by Licensee to the Licensee, the provision of the Licensed Software, and the provision of the Services in accordance with paragraphs 3-2 and 3-3 above:

5-1-1 The total total payment is a few US dollars;

5-1-2 If the training fee provided by the licensor exceeds 30 person-hours, the service fee will be paid for each of the licensor's experts per hour for several dollars;

5-1-3 For the additional consulting services provided by the Licensor in accordance with the above 3-5 paragraphs, the service fee shall be calculated by the hourly fee agreed by both parties.

5-1-4 For the services provided by the Licensor in accordance with Article 3 of this Agreement, the Licensee shall reasonably bear the actual costs of the Licensor's personnel in addition to the expenses, including the service personnel from the original place of work to the Licensee's work. At the same time, the licensee shall be responsible for booking the necessary air tickets and hotel rooms.

5-2 From the 7th month after the license program is installed on the designated CPU, Licensee shall also pay the licensor a monthly maintenance fee of a percentage of the license fee described in Section 5-1-1 above.

5-2-1 If the licensee terminates certain maintenance services, the monthly maintenance fee shall also be reduced accordingly.

5-2-2 When Licensee terminates all maintenance services in accordance with paragraphs 3-6, the maintenance fee after termination is no longer paid.

5-3 The fees specified in item 5-1-1 above shall be paid according to the following period:

Within a period of 20 days after the license software is installed as required, a certain amount of US dollars shall be paid to the Licensor.

On the first business day after the end of the trial period, the remaining portion of the US dollar shall be paid to the Licensor. If, at the end of the probationary period, Licensee notifies Licensor in accordance with paragraph 4-2 above, it decides to terminate this Agreement, and Licensor shall, on a pro rata basis, return part of the fees paid by Licensee, and the rate of return shall be issued in accordance with the Notice. The number of days left in the post-trial period is calculated.

5-4 For the travel expenses stipulated in items 5-1-2 and 5-1-3 and the travel expenses stipulated in items 5-1-4, 30 days after the licensee receives the list of licensors It should be paid immediately, and the list should be accompanied by an appropriate timetable for the person’s time and proof of travel expenses.

5-5 If Licensee does not terminate the maintenance service after the end of the first 6 months period, the Licensee shall pay the Licensor a monthly maintenance fee of half a year for the first 20 days of the 7th month. As long as the licensee does not propose to terminate the maintenance service, it will pay once every 6 months.

5-6 If Licensee is prepared to obtain one or more Supplemental Licenses in accordance with Sections 2-3 in order to use the Licensed Software for another CPU, the relevant license fee and maintenance fee amount, payment time and payment method It will be agreed otherwise, but in any case, the above license fee will not exceed the license fee originally used for the PU, and the maintenance fee will not exceed the maintenance fee for the original designated CPU.

5-7 The fee paid and not paid on time shall be subject to the normal interest rate of 1% natural growth rate, which is the basic interest rate announced by CITIBANK NA Bank of New York, NY. The date is calculated from the date of payment or from here. The last bank work day before.

5-8 Licensee will compensate all of Licensor's taxes, including personal property taxes and various charges incurred as a result of the licensor's negligence or failure to seek tax cuts, as well as any government agency levied by this Agreement. Various fees. Depending on the state in which the licensed software is located or the state in which the service is performed, the sales and use tax will be provided separately by state for the file or list. Licensee has the right to object to any taxes and fees that may arise from this.

Article 6 Protection and confidentiality

6-1 Licensor hereby declares that the Licensed Software was developed by the Licensor with substantial funds, and it contains a number of proprietary formulas, calculations and trade secrets, which in general become the licensor's proprietary products. Accordingly, Licensee agrees that the following actions will not be implemented without the express permission of the Licensor:

In addition to authorized personnel, the licensed software is provided to others in whole or in part or in other forms for others to use;

Produce, instruct, or permit the production of a copy of the Licensed Software, in addition to an alternate license program and a number of license materials necessary for Licensee's personnel to be approved for training and to be permitted to use the Licensed Software;

This leakage is disclosed or permitted to others in addition to authorized personnel who are required to disclose it to the software. These limitations will apply to any software system that contains licensed software, although such systems may contain software belonging to Licensee's title.

6-2 If Licensee decides to terminate the use of its Licensed Software in this Agreement, Licensee shall remove the Licensed Program from the designated CPU and accompany it to Licensee or copied by Licensee. All copies are returned to the licensor.

6-3 The provisions of paragraphs of Article 6 shall not apply to information in the public domain, information that has been obtained by the licensee in the normal manner when the license is disclosed by the licensee, or the licensee’s legitimate manner The third party obtains information directly or indirectly, which is independently developed by a third party and has the right to reveal to the licensee that such disclosure does not directly or indirectly violate the confidentiality obligations assumed by the licensor. Similarly, the provisions of Article 6 The rules also do not apply to information that, after being accepted by the licensee, the information becomes information in the public domain, but not because of the fault of the licensee.

6-4 All copies of all licensed software copied by Licensee and all copies of the Media containing the Licensed Software Program or any part thereof shall be accompanied by the following instructions in accordance with the instructions provided by the Licensor. The occasion should also be noted in appropriate form in appropriate places. "Copyright 1987, 'owned' Computer Corporation, according to the US Copyright Law, this material is an unpublished work. This document also contains certain ideas and concepts belonging to the 'owned' computer trade secrets. Any reproduction or otherwise disclosure of this material is subject to severe penalties."

6-5 The provisions of Article 6 shall not be terminated by the termination of this Agreement. Within 6 years after the termination of the license issued to the Licensee in whole or in part and the return of the relevant information in accordance with paragraph 6-2, The regulations will continue to be valid.

Article 7: Right to improve

Any improvement that is subject to or on behalf of Licensee's interests and invested by the Authorized Personnel or with other authorized personnel shall be the Licensee's outcome, but:

If such improvements include the licensor's information and its disclosure or use without the approval of the licensor will result in the licensor's loss or infringement of the rights to such information, in addition to the authorized person, The disclosure and provision of such improvements to any person shall be agreed between the Licensor and the Licensee;

If the improvement made by Licensee involves the Licensed Software, Licensor will have the non-exclusive right to redevelop the Improvement and the right of first refusal to place its products on the market or to license them to third parties.

Article 8 Performance Guarantee

Licensor warrants that the installation of the Licensed Software on the designated CPU will be in accordance with the specifications published by the Licensor. However, except for the licensor's employment contractor and agent, this performance guarantee will be void if any other person modifies the software in any way, including, but not limited to, restructuring the license software.

Article 9 Limitation of Liability

9-1 The express warranty given in this Agreement is the sole warranty of Licensee in respect of the Licensed Software and will supersede any other express or implied warranties, including, but not limited to, warranties of merchantability and fitness for a particular purpose. .

9-2 Except as provided in Article 10 of this Agreement, Licensee's license software and services provided by Licensor may be obtained by the other party for damages or losses caused by breach of warranty, negligence or breach of other obligations. The only compensation is to repair or replace the license software with a functionally equivalent system, or to recover the portion of the cost that the original licensee paid for the licensed software or service. The option for the above compensation option lies in Licensor. If the licensor decides to return the fee due to a certain error in the license software, the licensee shall terminate the agreement and return it in accordance with the provisions of Section 5-1-1 after notifying the other party in writing 30 days in advance. The original license fee paid.

9-3 If there is no other reason, the Licensor will be indirect, special or consequential in any nature because of the serious negligence or intentional error of the Licensor in providing the information, information or services to Licensee in accordance with the Agreement. Sexual damages are liable to Licensee or any other person, including, but not limited to, loss of good will, interruption of work, computer failure, loss of interest, claims or claims made by others from Licensee, Loss caused by failure, all other commercial damage or loss. In no event shall Licensor be liable to Licensee in accordance with this Agreement, whether or not it exceeds the User's fee paid by Licensee. However, the guarantees in violation of the provisions of Article 10 below are not included here.

9-4 If there is no other reason, the licensee's disclosure or unauthorized use is caused by the serious negligence or intentional error of the licensee, and it is not under License Section 6-1 of this Agreement. The licensee shall bear the indirect, special or consequential damage of any nature of the Licensor. Under no circumstances will Licensee be liable to Licensor for the above disclosures and unauthorized use of the Licensed Software, regardless of whether it exceeds the Licensed Software as defined in Section 5-1-1. Use a license fee.

Article 10 Originality Guarantee

10-1 Licensor guarantees that the Licensed Software does not infringe the copyright, patent or trademark rights of any third party and does not violate the exclusive rights of any third party.

10-2 When the Licensee uses the Licensed Software or any part of it to suspend the Licensee for any infringement of copyright, trade secret rights or patent rights in the United States, the Licensee will Respond to your own expenses.

10-3 If the lawsuit filed by the other party against the licensee is directly attributable to the above claims, the licensor will pay any relevant expenses, losses and final judgments of the licensee to the licensee’s lawsuit and attorney’s fees, if

Licensee promptly informs the Licensor of the claim in writing;

Licensee gives Licensor a full and complete authorization, information and assistance to respond to the claim;

Licensor has full control over the claim and the negotiation of the settlement or settlement.

10-4 Licensor shall have the right to take measures to enable Licensee to continue if the Licensed Software becomes or is at the discretion of Licensor and is likely to be infringing on the copyright, trade secret or patent rights referred to in the claims. Use of the Licensed Software or its replacement or modification of the Software, the Licensor guarantees that its functionality is equal and non-infringing when using the Substitute or Modification Software.

10-5 Regardless of the terms of this Agreement, Licensor shall not be liable for copyright infringement, trade secret rights and patent rights in the following circumstances:

When the latest version of the license software is freely available to Licensee for use, the use of this latest version of the software avoids the above infringement, but Licensee also uses other versions;

The program or data of the Licensed Software of this Agreement is provided for use after careful study, but Licensee uses the Licensed Software with other programs or data, if not using the Licensed Software with such other programs or data. The above infringement can be avoided, but the licensee has not done so;

Use the licensed software outside of the specified CPU operating system.

Article 11 Others

11-1 Licensee agrees to attach the product name and phrase to all text publications referring to the Licensed Software or Licensor - this Licensed Software is a Licensee-specific Software Product.

11-2 The title of this Agreement is for reference only and does not affect the meaning of this Agreement and its interpretation.

11-3 All notices, payments or other communications required by this Agreement are required to be in writing and, if submitted in person, are deemed to have been delivered upon actual receipt. The notice shall be sent by post or by means of delivery. The mail must be paid for the postage. The address is written in the first paragraph of this Agreement, but any party may modify its mailing address at any time by notifying the other party in writing.

11-4 No provision or representation in this Agreement may be deemed to be a waiver of the right, and no breach of contract is agreed to waive the liability, unless the party having the above rights signs in writing to confirm such waiver or consent. The consent or waiver of the other party’s liability for breach of contract by either party, expressly or impliedly, does not in any way imply consent, waiver or waiver of the other party’s liability for breach of contract in other respects or subsequent circumstances.

11-5 Within 3 years after the entry into force of this Agreement, neither party shall employ or attempt to hire another employee before the written consent of the other party affected, nor may it reduce or attempt to reduce its employees to other The unit goes.

11-6 This Agreement, signed by both parties and its accompanying files, constitutes a complete agreement on the matters involved, which will replace the previous oral or written agreement on the matters involved. Any modification to this Agreement must be in writing and formally signed by a representative authorized by both parties to this Agreement. This Agreement is governed by the laws of the State of New York. If any provision of this Agreement is found to be illegal by a judge of the competent court, the provision shall be deleted or modified to be valid, provided that such deletion or modification is clearly consistent with the general purpose of the parties in this Agreement, In either case, the other provisions of this Agreement remain in force. "owned" computer co., ltd.

signature:____

Name: ____

Position: ____

location:____

date:____

“need” manufacturing company

signature:____

Name: ____

Position: ____

location:____

date:____

Attached file one

Description and description of the license software

The term “licensing software” is further defined as follows:

The “Universal” system is a fully integrated system that includes an interactive text system, an information storage and retrieval system, and a data management system that can meet almost any information management requirements. It allows users to collect, maintain, and process reports in their own special systems. It provides online "help" instructions and uses super-imaginable computer keyword specifications.

The “Universal” system allows full-text search and provides the ability to load word processing files and data processing files into a “universal” database. All data is automatically validated before entering the database. The “Universal” system also includes the ability to format reports and the ability to expand the data field after the implementation is implemented. The license software provided by the licensor includes the following files and license programs:

1. "Universal" computer software system guidelines

2. Operation manual

3. User Guide and related documentation

4. System documentation

It also includes the following "Universal" computer program modules:

A office management module

File maintenance

Material maintenance

Word processing

Timing and list

Personnel record

Book and file payment

Patents, trademarks and copyrights

Payment accounting

Telephone deployment

calendar

e-mail

Postage and copyer adjustment

Report generation

B financial control module

General ledger

Payment accounting

Income accounting

Customer bill

Fixed asset accounting

Business computing

Tax planning and control

Employee salary

Insurance record

Check signature

Report management

C inventory control

Part code

Component use

place of use

Real-time inventory status

Reorder form

Price List

D system support

20 operating system

E hardware compatible



Subordinate file II

The scope provided by the licensor

A. Installation and initial restructuring

Licensor realizes that it has been told:

The specified CPU and licensee's properties and configuration of the hardware system to be used by the software;

Licensee's request for initial license software. For Licensor, the above is sufficient to determine the scope of services required to install the Licensed Software and the software modifications required for the initial use of Licensee. Based on the above, the licensor expresses and agrees that:

1. The license software delivered in accordance with Section 3-1 will run on the designated CPU and be adapted to Licensee's initial use of the Licensed Software without re-customizing the software. This has been explained to Licensor, if If the purpose of this initial use is to be re-engineered, then the software will be merged into the license software. Therefore, the cost of the software will be part of the fee specified in Section 5-1-1.

2. The installation of the license software, including the loading of the software, data location, file location and other related activities will be performed by the licensor's experts, and the cost will be part of the fee specified in Section 5-1-1. Licensee estimates that the duration of the licensor's work for this service will be several hours, but this number is not a limitation.

B. Initial training service

As part of the fees required by Section 5-1-1, Licensor will train the authorized personnel designated by Licensee at the designated CPU location as follows: Qualified personnel from Licensor provide training for several hours, depending on the The licensing software module is online. The training time will be arranged in paragraphs 2 to 3. A "computer system" is a combination of devices and programs. The program instructs or directs the hardware to perform the following operations:

BB;

Processing the input information according to the special instructions provided by the software;

The output information is generated according to the form and content required by the operator.

There are two main types of computer software programs. The first type is called the "system" program or the "operation" program, which is used to control the general purpose of the computer system and not specifically for the special purpose of the operator. The second type, called the "apply" program, is chosen by the operator and provides the required commands for the system to perform special function requirements. The central processing unit is the center of system operation, which interprets all incoming commands and directs hardware operations in the appropriate order. "Programming" is a process of program development that writes the type of each instruction and its execution order. Thus, when the computer system executes these instructions in the order specified by the program, it produces the desired result. The programming is done by a "programmer" trained to perform this kind of intellectual work. The original written program is called "source code." The source code must be converted into a "machine-readable" form, a form that the computer can recognize and be able to execute. This latter form is called "target code." In the CPU, data bits appear in groups, called "bytes." The various standards for its grouping and its "address" encoding, as well as the rate of data transfer in the system, are published with different types of CPUs manufactured by different manufacturers. These vendors or CPU vendors generally provide operating programs that control the CPU. . However, in recent years, a large number of computer software licenses have been mainly applied with software licenses. Although hardware manufacturers can supply some of these programs, the supply of such programs has increased significantly due to the wide range of applications. An example of this agreement is an application license. The property of computer software is that it is easily copied and used for unauthorized marketing and use, and the price is very cheap. Therefore, from the perspective of the licensor, the "core" of the computer program license is to protect the program from such unauthorized acts. In the early days of software licensing, the only thing that could be used to protect software was confidentiality. Today, in many countries, and even in most countries, computer programs can also be protected by copyright. Even if copyright protection is available, confidentiality is still important for program protection. The main interest of the licensee is to obtain software that performs the required tasks. In many cases, Licensee's business relies primarily on the licensed software to function properly and without interruption. The guarantee is useful, but less important than the performance that the licensee expects. Therefore, as with most prudent licensees, the licensee in the contract instance also has the right to use the license software during the trial period in order to see if it is competent for the job, if it does not meet the requirements, This license can be terminated. Any licensee also wants to be assured of the licensor's assistance, which is necessary to ensure that the software functions properly in the Licensee's environment, that the work is working smoothly, and that assistance can be provided to replace the need if necessary. software. Most programmers have broad market potential and they can provide such installation and maintenance services to licensees. Maintenance is provided on the basis of additional contracts. In this contract example, the maintenance fee is drawn as a percentage of the license fee. Licensors of popular programs typically continually improve these programs and provide such improved versions to their licensees. This improved version is provided under the maintenance contract. In addition, Licensee may be interested in modifying the Licensed Software itself or by incorporating the Software with other software. Most licensees of an application have the ability to correct or modify a program that is weaker than a program developer. This is even more the case if the licensee has no access to the source code. Originally, when writing a program, the correction or modification of the program was carried out in the form of source code. Fundamentally, you can try to convert the target code into source code without knowing the source code, but you have to run into some trouble. Therefore, it is important to access the source code when modifying the program or combining it with other programs. It is also important to maintain, improve, and otherwise change the license software properties and use the licensee that is interested or capable. Want to get the source code. On the one hand, refusing to provide source code is also a way for licensors to keep their licensed programs confidential. The following practices are not uncommon. If the source code is not included in the license, some special precautions should be included in the contract to enable the licensor to provide corrections and modifications to the license program for whatever reason. Licensee is able to use the source code when it is needed. For example, the source code can be temporarily stored in a trust company or a staging agency, authorizing it to make use of the licensee under certain conditions specified in the license contract. In this license example, Licensee's source code is included as part of the license.

It should be noted here that in Article 7, Licensee also has the right to amend and improve the Licensed Software and to take ownership of such improvements. Obtaining these rights is a difficult bargaining with the licensor, depending on the particular negotiation environment.很多的程式許可方都想自己保持有修改其程式的權利，以便更好地對程式加以控制。同時還要注意，對被許可方利用這種改進權利的限制是要遵守許可方關於保密信息的要求。這種限制在大多數軟體許可上都可以見到。

即使被許可方有了源碼，而且通過一次總付的方式也獲得使用許可軟體並對其進行改進的權利，但為穩妥起見，它還是希望能獲得許可方的維護服務，根據被許可方的選擇，這種維護服務是可終止的。

如同大多數應用程式的許可一樣，在本許可中，許可軟體也只限制在一台指定的CPU上使用。這種限制用於保護該軟體的許可價值。更為重要的，它為許可方保留這樣的機會，即它可以向同一個被許可方再次發放在其他CPU上的使用許可。由於對使用地點及被許可方人員接觸該軟體數量加以限制，這也有利於限制未經授權而拷貝該軟體的機會。

正如其他許可證一樣，價錢總是一個很重要的因素。在契約實例中，提成費採用隨許可證的發放而一次總付方式。這種支付方法幾乎都是用於價錢不太高的程式許可。對於複雜的和價格高的程式，當它作為協定書的標的時，常常是採用提成費的方式。只要許可方使用該許可程式，就必須支付提成費。這種支付方式的時間比較長，但它可能被那些小單位被許可方所接受，它不可能或不願意隨許可證的發放而一下子支付這么多的錢。採用提成費許可的方式還可以有這樣的做法，當所規定的提成費限額全部支付完時，該使用許可就已付清。