1. Employment Terms
   1. Employment Services. [PARTY B] shall provide [PARTY A] with the services and responsibilities commensurate with his or her position as [TITLE OF EMPLOYEE], those determined and assigned by [PARTY A], by [PARTY A]'s [SUPERVISOR OF EMPLOYEE], (the "[DELIVERABLE]") including
      [INCLUDE ENUMERATED LIST OF EMPLOYEES'S DUTIES]
   2. [PARTY B]'s Compliance with [PARTY A] Policy. [PARTY B] shall use reasonable efforts to comply with all of [PARTY A]'s bylaws, policies, and other corporate documentation.
   3. At-Will Employment. [PARTY B]'s employment with [PARTY A] is and will continue to be "At-Will", as defined under applicable Law.

1. Terms of Employment
   1. Employment Services. [PARTY B] will perform the services and responsibilities commensurate with his or her position as [TITLE OF EMPLOYEE], those determined and assigned by [PARTY A], by [PARTY A]'s [SUPERVISOR OF EMPLOYEE] (the "[DELIVERABLE]"), including
      [INCLUDE ENUMERATED LIST OF EMPLOYEES'S DUTIES]
   2. [PARTY B]'s Compliance with [PARTY A] Policy. [PARTY B] will use reasonable efforts to comply with all of [PARTY A]'s bylaws, policies, and other corporate documentation.

1. Catering Services. [PARTY A] shall perform for [PARTY B] certain catering services at the Event, as further defined in the [ATTACHMENT], attached to this agreement (the "[DELIVERABLE]"), which might include providing food and beverages, utensils, dishes, and containers, bar services, staffing, and rentals and decorations.

1. License Grant
   1. Content License Grant .  [PARTY A]  hereby grants to [PARTY B] a limited, [nonexclusive / exclusive] , [worldwide] , [transferable / nontransferable] , [sublicensable / nonsublicensable] , and royalty-free license to
      1. use, modify, reproduce, distribute, display, and transmit the [PARTY A] Content in electronic form over the internet and third party networks in connection with [PARTY B] 's properties, and to permit users of [PARTY B] 's properties to download and print the [PARTY A] Content, and
      2. modify the [PARTY A] Content only for the purpose of fitting the format, look, and feel of [PARTY B] 's property.
   2. Trademark License Grant .  [PARTY A] hereby grants [PARTY B] a limited, non-exclusive, and royalty-free license to use the [PARTY A] Trademarks solely in connection with [PARTY B] 's rights and obligations under this agreement. 
   3. Limitations on License Use
      1. [PARTY A] Approval of Content Use .  [PARTY B] shall submit all proposed uses of the [PARTY A] Content for [PARTY A] to review and approve or reject.
      2. Trademark Usage. [PARTY B] will use the [PARTY A] Trademarks only in compliance with [PARTY A] 's trademark use policies that [PARTY A] provides [PARTY B] in writing, and will not use the [PARTY A] Trademarks in any way to suggest or imply that [PARTY B] is affiliated with, endorsed or sponsored by, or created in association with [PARTY A] , except as [PARTY A] agrees to. 
      3. Benefit of Trademark Usage .  [PARTY B] hereby agrees that all uses their uses of the [PARTY A] Trademarks will inure to the benefit of and on behalf of [PARTY A] .

1. License Grant to Use Data. [PARTY A] hereby grants to [PARTY B] a limited, non-exclusive, non-transferable, and revocable license to access, copy, and use the Data (the "[DELIVERABLE]").

1. License
   1. License Grant. [PARTY A]  hereby grants to [PARTY B] a non-exclusive, revocable, non-sublicensable license to use the Licensed Software.
   2. No Other Rights. [PARTY A] reserves for itself all other rights and interests not explicitly granted under this agreement.

1. Terms of Employment
   1. [PARTY B]'s Duties and Services. [PARTY B] will perform the duties and services commensurate with his or her position as [TITLE OF EXECUTIVE POSITION], and those assigned by [PARTY A]'s [chief executive officer], [OTHER SUPERVISOR OF EXECUTIVE], or [PARTY A]'s Board (the "[DELIVERABLE]"), including
      [INCLUDE DETAILED LIST OF EXECUTIVE'S DUTIES]
   2. [PARTY B]'s Authority. [PARTY B] will have the authority commensurate with his or her position as [TITLE OF EXECUTIVE POSITION].
   3. [PARTY B]'s Supervisor. [PARTY B] will report to [PARTY A]'s [chief executive officer], [OTHER SUPERVISOR OF EXECUTIVE], and [PARTY A]'s Board.
   4. Transfer of [PARTY B]. [PARTY A]'s [chief executive officer], [OTHER SUPERVISOR OF EXECUTIVE], and [PARTY A]'s Board may transfer [PARTY B] to another management position.
   5. Performance of [PARTY B]'s Duties
      1. Full Time and Reasonable Efforts. Subject to paragraph [CONFLICTING OR INTERFERING ACTIVITIES] directly below, [PARTY B] will devote his or her reasonable efforts and substantially all his or her productive time and attention during normal working hours to the performance of his or her duties as [PARTY A]'s [TITLE OF EXECUTIVE POSITION].
      2. Conflicting or Interfering Activities. Subject to section [NON-COMPETITION], and to the extent none of the following activities materially interfere with [PARTY B]'s performance of his or her employment duties (unless [PARTY A] waives the material interference), [PARTY B] may
         1. expend reasonable amounts of time in charitable, educational, professional, trade, and civic activities,
         2. accept appointment to or continue to serve on any board or as a trustee of any charitable, educational, professional, trade, and civic organization
         3. [accept appointment to or continue to serve on the board of director of any business corporation,] and
         4. manage his or her personal investments and affairs.
      1. Place of [PARTY B]'s Performance
         1. Primary Place of  Performance. [PARTY B]'s principal place of employment will be [PARTY A]'s[principal executive office], currently located in [CITY, STATE, COUNTRY (IF APPLICABLE)].
         2. Travel Required. As reasonably requested by [PARTY A], [PARTY B] will travel as required to fulfill its duties as [PARTY A]'s [TITLE OF EXECUTIVE POSITION] under this agreement.
      2. [PARTY B]'s Compliance with [PARTY A] Policy. [PARTY B] will use reasonable efforts to comply with all of [PARTY A]'s bylaws, policies, and other corporate documentation.

1. Franchise Grant
   1. Grant. [PARTY A] hereby grants to [PARTY B] [the exclusive / a non-exclusive] right and license to operate a franchised business of the [FRANCHISE NAME] franchise (the "Franchised Business"), and to use [PARTY A]'s Proprietary Marks designated as part of the Franchised Business within the Territory, at the Franchise Location (the "[DELIVERABLE]").
   2. Proprietary Marks
      1. Ownership of Proprietary Marks and Good Will . [PARTY B] hereby acknowledges that
         1. [PARTY A] owns all right, title, and interest in the Proprietary Marks,
         2. [PARTY B]'s use of the Proprietary Marks, and any resulting good will, will accrue solely for [PARTY A]'s benefit, and
         3. this agreement does not confer any goodwill or other interests in the Proprietary Marks on[PARTY B].
      2. Use of Proprietary Marks. [PARTY B] will use the Proprietary Marks only in compliance with this agreement, and not as part of any corporate or trade name, or [in connection with unauthorized goods or services.]
      3. No Contest. During and after the Term, [PARTY B] will not contest the validity or [PARTY A]'s ownership of the Proprietary Marks.
      4. Notification of Infringement and Litigation
         1. Notification of Infringement . [PARTY B] shall immediately notify [PARTY A] in writing if it becomes aware of any apparent infringement or challenge to [PARTY B]'s use of any Proprietary Mark, or to any similar trade name, trademark, or service mark, [PARTY B].
         2. [PARTY A]'s Control Over Litigation . [PARTY A] will have exclusive control over any litigation in connection with infringement of the Proprietary Marks.
         3. [PARTY B]'s Litigation Cooperation . [PARTY B] shall execute any instruments and take all other actions necessary to protect and maintain [PARTY A]'s interests in any litigation [in connection with infringement of the Proprietary Marks].
      5. Changes to Proprietary Marks
         1. Notify [PARTY B] of New Marks . If [PARTY A] chooses to use a new trademark or service mark, to modify or discontinue use of any current Proprietary Mark, or to use any substitute trademark or service mark, [PARTY A] shall promptly notify [PARTY B] of the changes.
         2. [PARTY B] Shall Use New Marks. Within a reasonable time after [PARTY A]'s notice of a new mark, a modified or discontinued Proprietary Mark, or substituted mark, [PARTY B] shall, at its own expense, take all actions necessary to incorporate [PARTY A]'s changes to its marks into [PARTY B]'s goods, services, and facilities bearing [PARTY A]'s marks.
   3. Rights Reserved by [PARTY A]
      1. No Obligation to Grant Additional Franchises . [PARTY A] will not be required to grant any additional franchises to [PARTY B] or any third party.
      2. [PARTY A]'s Discretion Over Franchise Terms . [PARTY A] may grant licenses for third parties to operate [FRANCHISE NAME] under whatever conditions [PARTY A] deems appropriate.
   4. Definitions
      1. Franchise Location . "Franchise Location" means the location at [INSERT ADDRESS OF FRANCHISE LOCATION].
      2. Territory. "Territory" means the territory designated in the map attached as [ATTACHMENT].
      3. Proprietary Marks. 'Proprietary Marks" means the trademark, service marks, trade names, and similar marks listed in the attachment [ATTACHMENT].

1. Hosting Services. [PARTY A] shall provide [PARTY B] with certain website hosting services and systems including website server space, email capability, internet access, and domain name registration / according to the attached [STATEMENT OF WORK] (the "[DELIVERABLE]").

1. Integration Services
   1. Scope of Services
      1. Services Described in Task Orders. [PARTY A]  shall perform the Services and provide the Deliverables to [PARTY B]  that are described in each task order between the parties (each one, a "TO").
      2. Execute and Attach Task Orders . The parties shall execute each TO in writing, signed by each party, and attach each one to this agreement, each TO listing the particulars of each project, including the Services, Deliverables, schedule, budget, and acceptance criteria of the project . 
      3. Implementation Methodology. [PARTY A]  shall perform its Services in accordance with the implementation methodology attached to this agreement as [ATTACHMENT] .
      4. System Architecture. [PARTY B] shall perform its Services in compliance with the system architecture described in the architectural diagram provided in each applicable TO. 
   2. Project Management
      1. Project Team. Each party shall provide the personnel from their respective organizations that satisfy the roles, responsibilities, skill set requirements, and time commitments described in each applicable TO (each team of personnel, a "Project Team").
      2. Project Organization. The parties shall organize each Project Team in accordance with the Project organization chart provided in the applicable TO.
   3. Project Reporting and Records
      1. Status Reports. [PARTY A]  shall submit project status reports to [PARTY A]  at least once a week, using the example report form attached to this agreement as [ATTACHMENT] . 
      2. Records. [PARTY A]  shall maintain accurate records, reports, and logs of all matters and activity that relate to the Services, the Project, and this agreement, and allow [PARTY B]  to inspect those records, reports, and logs.
      3. Project Plan. [PARTY B]  shall perform each of the Services in accordance with the applicable TO's project plan.
   4. Duties of Client  
      1. Provide Equipment. [PARTY B] shall provide [PARTY A]  the equipment, data, information, workspace, and personnel identified in each TO. 
      2. Provision of Information and Decision-Making . Unless specified otherwise in a TO, [PARTY B]  shall provide the required information and make decisions in a reasonably expeditious and timely manner.
   5. Change Order Process
      1. Propose Changes to Services . Either party may request to change or supplement any of the Services under this agreement by submitting a change order to the other party, including any changes to the schedule, budget, Deliverables, or Acceptance Criteria), on the form attached to this agreement on [ATTACHMENT] . 
      2. Change Orders Effective When Signed . A change order will only be effective and the proposed changes binding on the parties when the change order is signed by each party. 
   6. Deliverable Acceptance Process
      1. Initial Delivery. [PARTY A]  shall deliver each completed Deliverable on or before the applicable due date listed in the applicable TO.
      2. Initial Acceptance Period . On delivery, [PARTY B]  will have [ACCEPTANCE PERIOD DAYS] Business Days to accept or reject the Deliverable, based on the Acceptance Criteria established for that Deliverable in the applicable TO.
      3. Rejection. [PARTY B]  may reject a Deliverable for failing to meet the Acceptance Criteria by providing [PARTY A] written notice before the end of the acceptance period and specifying the basis of the rejection.
      4. Remedy and Re-Deliver Non-Complying Deliverables . If [PARTY B]  notifies [PARTY A]  that [PARTY B]  has rejected the Deliverable, [PARTY A]  shall remedy the failure and re-deliver the Deliverable within [CURE PERIOD] Business Days after receiving [PARTY B] 's notice
      5. Acceptance of Re-Delivery . On delivery of the remedied Deliverable, [PARTY B]  may have [ACCEPTANCE PERIOD DAYS]  Business Says to accept or reject the Deliverable, based on the requirements and acceptance criteria for that Deliverable, as described above.
      6. Termination for Repeated Failure . If [PARTY B]  rejects remedied Deliverables, [PARTY B]  may terminate this agreement or the applicable TO.
      7. Deemed Acceptance . If [PARTY B]  does not reject a Deliverable in writing within the acceptance period, [PARTY B]  will be deemed to have accepted that Deliverable at the expiration of the acceptance period. 

1. License Grant to Use Intellectual Property
   1. Grant of License in Case of Default .  [PARTY B] hereby grants [PARTY A] an irrevocable, non-exclusive, non-transferable, royalty-free license to use, license, or sub-license any of the Collateral after or during a Default, but only as necessary for [PARTY A] to exercise its rights and remedies under this agreement after or during that Default.
   2. Compliance with Trademark Policies . If [PARTY A] uses any of [PARTY B] 's trademarks under this section, [PARTY A] shall comply with all trademark use policies and guidelines [PARTY B] provides in writing.
   3. Continuation of Grants Made During Default .  [PARTY B] will continue to be bound by licenses, sublicenses, and transfers [PARTY A] grants during a Default even after that Default is cured, if it is cured.

1. Services
   1. [PARTY B]'s Services. As [PARTY A]'s exclusive financial advisor, [PARTY B] shall provide financial and logistical services and advice to [PARTY A] and assist its management, legal counsel, accountants, and other advisors in connection with the Contemplated Transaction and related issues, including, as necessary or reasonably requested by [PARTY A], including the following.
      1. Study Operations. [PARTY B] shall study and review the business, operations, and historical financial performance of [PARTY A] (based upon management’s forecast of financial performance) so as to enable [PARTY B] to provide advice to [PARTY A].
      2. Understand Business Needs. [PARTY B] shall build an understanding of [PARTY A]'s business strategy, competitive landscape, financial history, and future projections, funding needs, proposed use of the funds (if they are obtained), and related matters.
      3. Formulate Strategy. [PARTY B] shall assist [PARTY A] in attempting to formulate the best strategy to meet [PARTY A]'s working capital and capital resource needs.
      4. Prepare Business Plan. [PARTY B] shall prepare a business plan that includes an executive summary, summary of strategic vision, financial history, projections, use of funding, executive biographies, and other information as needed.
      5. List of Potential Investors. [PARTY B] shall cultivate a list of targeted potential investors from publicly available angel investor sources and its own professional contacts.
      6. Introductions to Lenders and Investors. [PARTY B] shall introduce [PARTY A] to potential lenders of funds as well as to potential investors (whether the potential investment is in the form of debt or equity financing, or some combination of debt and equity).
      7. Structure Transaction s. [PARTY B] shall assist in the formulation of the terms and structure of any Contemplated Transaction.
      8. Present Contemplated Transactions. [PARTY B] shall assist in the presentation to the Board of any Contemplated Transaction.
      9. Recommend Professional Connections. [PARTY B] shall recommend other professionals (attorneys, accountants, industry specialists) on an as needed basis.
      10. Additional Investment Banking Services. [PARTY B] shall provide other financial advisory and investment banking services in connection with any conversions, offerings, exchanges, or other aspects of a Contemplated Transaction as may be agreed upon by the parties.
   2. [PARTY A]'s Acknowledgment Regarding Completed Transactions. [PARTY A] acknowledges
      1. that there is no guarantee or assurance made by [PARTY B] that a Completed Transaction will ever be achieved,
      2. [PARTY B]’s duty to [PARTY A] is to perform its obligations under this agreement in a timely and professional manner, and
      3. [PARTY B] will have no liability to [PARTY A] if Completed Transaction is not consummated.

1. License
   1. License Grant. [PARTY A] hereby grants to [PARTY B] [a non-exclusive / an exclusive], [irrevocable / revocable], [sub-licensable / non-sub-licensable] license, as further described in [ATTACHMENT], attached to this agreement, (the "[DELIVERABLE]") to
      1. use the Licensed Intellectual Property on and in connection with the [Licensed Goods / Licensed Software / Licensed Method] in the Licensed Territory (including on packaging, promotional, and advertising materials), and
      2. make, use, sell, distribute, and advertise the [Licensed Goods / Licensed Software / Licensed Method] in the Licensed Territory.
   2. No Other Rights. [PARTY A] reserves for itself all other rights and interest not explicitly granted under this agreement.
   3. Definitions
      1. [Licensed Goods / Licensed Software / Licensed Method] . " [Licensed Goods / Licensed Software / Licensed Method] " means the [goods / software / methods] incorporating or otherwise based on the Licensed Intellectual Property, as listed in [ATTACHMENT], attached to this agreement.
      2. Licensed Intellectual Property. "Licensed Intellectual Property" means the intellectual property listed in [ATTACHMENT], attached to this agreement.
      3. Licensed Territory. "Licensed Territory" means [DESCRIBE LICENSED TERRITORY] / the territory listed in [ATTACHMENT], attached to this agreement.

Services . [PARTY A] shall provide [PARTY B] with the services and products described in the Statements of Work (the "[DELIVERABLE]").

1.   License Grant. The Licensor grants to the Licensee a non-exclusive, non-transferable, worldwide, license to the Patent Pool to make, have made for it, use and sell products or processes during the Term of this Agreement.

1.   License Grant
   1. Exclusive Grant. The Licensor grants to the Licensee an exclusive, worldwide license in accordance with the terms of this agreement to
      1. develop and commercialize the Licensed Products,
      2. market and sell Licensed Products anywhere in the Licensed Territory, and
      3. sub-license the Licensed Patents.
   2. Licensee's Use of Licensed Patents. The Licensee shall use the Licensed Patents only in accordance with this agreement.
   3. Reservation of Rights. Any rights not expressly granted to the Licensee in this agreement are reserved to the Licensor. The Licensee does not acquire any interest other than the rights to the Licensed Patents granted under this agreement.

1.   License Grant
   1. Grant. The Licensor grants to the Licensee an a non-exclusive, non-transferable, worldwide, license in accordance with the terms of this agreement to
      1. develop and commercialize the Licensed Products,
      2. market and sell Licensed Products anywhere in the Licensed Territory, and
      3. sub-license the Licensed Patents.
   2. Licensee's Use of Licensed Patents. The Licensee shall use the Licensed Patents only in accordance with this agreement.
   3. Reservation of Rights. Any rights not expressly granted to the Licensee in this agreement are reserved to the Licensor. The Licensee does not acquire any interest other than the rights to the Licensed Patents granted under this agreement.

1. Provide Products. [PARTY A] shall
   1. fulfill all of [PARTY B] 's Purchase Orders that [PARTY A] accepts, and
   2. replace or repair defective Products that are under warranty.

1. Research Work
   1. Research. [PARTY B] shall perform for [PARTY A] [SHORT DESCRIPTION OF RESEARCH], to be further described in the Research Plan (the "[DELIVERABLE]").
   2. Research Plan. Before [PARTY B] is required to begin performing [DELIVERABLE] under this agreement, the parties shall cooperate to agree on and draft a written research plan, describing in detail the [DELIVERABLE] [PARTY B] will be required to perform, including a timeline and any milestones in completing the [DELIVERABLE] (the "Research Plan").
   3. Research Reports
      1. Quarterly Reports. Within [30] Business Days' after the end of each calendar quarter, [PARTY B] shall provide written reports to [PARTY A] on the progress of the [DELIVERABLE].
      2. Final Report. Within [60] Business Days' of the completion of the [DELIVERABLE] or termination of this agreement, [PARTY B] shall provide [PARTY A] with a final report.
      3. Reports and Meetings by Request. On [PARTY A]'s reasonable response, [PARTY B] shall  make additional reports on, or  meet with [PARTY A] to discuss  the progress of, the DELIVERABLE] and in relation to the standards and timelines listed in the Research Plan.
   4. Research Supervision
      1. Initial Supervisor. The parties hereby agree that [NAMED SUPERVISOR] will supervise the research (the "Principle Investigator").
      2. Successor Supervisor . If [NAMED SUPERVISOR] is unable to continue to serve as Principal Investigator, the parties shall
         1. cooperate to appoint a successor to [NAMED SUPERVISOR], and
         2. agree to the successor in writing.
      3. Termination for Failure to Appoint Successor. If [NAMED SUPERVISOR] is unable to continue to serve as Principal Investigator and the parties are unable to appoint a mutually-agreed on successor, this agreement will terminate with immediate effect.

1. Software Service
   1. Grant of Access to Service. The Company grants the Customer a non-exclusive, non-assignable, royalty-free, worldwide right to access and use the [DESCRIPTION OF SAAS SERVICE] (the "Service") solely for the Customer's internal business operations and subject to the terms of this agreement.
   2. Acknowledgment of Access. The Customer acknowledges that this agreement is a services agreement and the Company will not deliver copies of any software to the Customer as part of the Service.

1. Grant of License to Access and Use Service. Company hereby grants to Customer, including to all Customers's Authorized Users, a non-exclusive, non-sublicensable, non-assignable, royalty-free, and worldwide license to access and use the service (the “Service”) solely for Customer's internal business operations in accordance with the terms of this agreement and the Company's online terms of use.

1. Grant of License to Access and Use Service . [PARTY A] hereby grants to [PARTY B], including to all [PARTY B]'s Authorized Users, a non-exclusive, non-sublicensable, non-assignable, royalty-free, and worldwide license to access and use the [DESCRIPTION OF SAAS SERVICE] (the “Service”) solely for [PARTY B]'s internal business operations (the "[DELIVERABLE]"), according to [PARTY A]'s terms and policies listed at [URL].

1. License Grant
   1. Software License. [PARTY A] hereby grants to  [PARTY B]  [an exclusive / a non-exclusive], [transferable / non-transferable], [sublicensable / non-sublicensable], [revocable / irrevocable] license (the "[DELIVERABLE]") to use the Software.
   2. No Other Rights. [PARTY A] reserves for itself all other rights and interest not explicitly granted under this agreement.
   3. Software. "Software" means [SHORT DESCRIPTION OF SOFTWARE] the software described in the [ATTACHMENT], attached to this agreement.

1. License Grant
   1. Software License. Unless otherwise specified in the applicable Statement of Work, [PARTY A] hereby grants to  [PARTY B]  a non-exclusive, [transferable / non-transferable] , [sublicensable / non-sublicensable] , [revocable / irrevocable] license to use the Software, but only for the purpose of this agreement and as necessary to use hardware or systems [PARTY B] purchases.
   2. No Other Rights. [PARTY A] reserves for itself all other rights and interest not explicitly granted under this agreement.

1. Services Obligation . [PARTY B] will perform the [SHORT DESCRIPTION OF SERVICES] services for [PARTY A] (the "Work Product"), as described in [ATTACHMENT], attached to this agreement (the "[DELIVERABLE]").

1. Subscription. [PARTY A] shall provide [PARTY B] with the subscription for [SHORT DESCRIPTION OF SUBSCRIPTION DELIVERABLE], more further described in the [ATTACHMENT], attached to this agreement (the "[DELIVERABLE]").

1. Subscription Services
   1. Access to Subscription Services . [PARTY A] shall provide [PARTY B] with access to the [SHORT DESCRIPTION OF SUBSCRIPTION SERVICE], further defined in [ATTACHMENT], attached to this agreement (the "[DELIVERABLE]"), and according to the terms of this agreement and to the terms of services, attached to this agreement as [ATTACHMENT].
   2. Credentials
      
      1. Temporary Credentials. [PARTY A] shall provide [PARTY B] with temporary credentials to access the [DELIVERABLE] at [URL OF SUBSCRIPTION SERVICES].
         
      2. Permanent Credentials. After logging into the [DELIVERABLE] for the first time, [PARTY B] shall update the temporary credentials provided by [PARTY A] according to [PARTY A]'s password and credential policies available at [URL OF SUBSCRIPTION SERVICES].

1. License Grant to Use Data. [PARTY A] hereby grants to [PARTY B] a limited, non-exclusive, non-transferable, and revocable license to access, copy, and use the Data (the "Data").