Sublicense Agreement Template Framework

ATTORNEY REVIEW REQUIRED: This is a framework outline. A qualified attorney must draft the final sublicense agreement template. The sublicense terms must be consistent with the Technology License Agreement between the Trust and the Foundation.

SUBLICENSE AGREEMENT TEMPLATE FRAMEWORK

Parties

• Licensor: PROVENIQ Foundation, Inc. (“the Foundation”)
• Sublicensee: [End User Organization] (“the Sublicensee”)

KEY TERMS TO ADDRESS

1. Grant of Sublicense

The Foundation grants the Sublicensee a non-exclusive, non-transferable, revocable license to use designated Pet Command ecosystem platforms in connection with the Sublicensee’s [animal welfare / veterinary / municipal] operations.

2. Licensed Platforms

Specify which platforms the Sublicensee may access (e.g., ShelterOS only, or ShelterOS + MAYDAY + Guardians).

3. No Ownership Transfer

The Sublicensee acquires no ownership interest in the underlying technology. All intellectual property remains the property of the PROVENIQ Charitable Trust.

4. Permitted Use

The Sublicensee may use the platforms only for their intended purpose in connection with animal welfare operations. Prohibited uses to be specified (e.g., no reverse engineering, no sublicensing, no competing product development).

5. Data Ownership and Privacy

Attorney should address: who owns the data entered by the Sublicensee, the Foundation’s obligations regarding data privacy, data portability rights, and what happens to data upon termination.

6. Service Levels

Any commitments regarding platform availability, support, and maintenance (SLA terms if applicable).

7. Fees

If applicable, fee structure. Note: PROVENIQ’s mission is to provide free technology infrastructure. Attorney should address how “free” is structured legally (e.g., no-fee license, sponsored access, or tiered model).

8. Term and Termination

Duration of sublicense, renewal terms, and conditions for termination by either party.

9. Compliance

Sublicensee’s obligation to comply with applicable law, the Corporation’s acceptable use policies, and data governance standards.

10. Limitation of Liability

Attorney should address appropriate liability limitations for a nonprofit providing free technology.

11. Governing Law

West Virginia law.