aisecurity.llc
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Legal Agreement · Negotiation Draft
Annual OEM License Order Form
Annual OEM license order form: partner details, licensed modules, seat/org counts, pricing schedule, payment terms, and effective date.
Order Summary
| Field | Value |
|---|---|
| Partner legal name | to be specified during scoping |
| Licensed product | SecEng Scan OEM Pack |
| License model | Annual OEM License |
| Selected SKU | OEM-SCANNER-ANNUAL-LICENSE |
| Deployment model | to be specified during scoping |
| Branding model | [aisecurity.llc / co-branded / private-label / full white-label] |
| License term start | to be specified during scoping |
| License term end | to be specified during scoping |
| Annual fee | to be specified during scoping |
| Payment schedule | to be specified during scoping |
1. Licensed Product
Product: SecEng Scan OEM Pack Product description: White-label AI security scanning for vendors that already own vulnerability management, DAST, API, infrastructure, AppSec, or remediation workflows.
Modules licensed (select per Order Form):
- AI Code Risk
- Prompt/RAG/Agent Risk
- Evidence Adapter
- OEM Runtime (headless binary packaging)
- Partner-Branded Reports
- Support/Update Channel
2. License Term
Initial term: 12 months from the License Term Start date specified above. Renewal: Automatically renews for successive 12-month terms unless either party provides written notice of non-renewal at least 60 days before the end of the then-current term. Termination: Either party may terminate for cause on 30 days' written notice per the OEM Scanner License Addendum.
3. Annual Fees
Annual platform fee: to be specified during scoping
Optional additional fee tiers (select per Order Form):
| Tier | Fee | Description |
|---|---|---|
| Per customer org — Standard | to be specified during scoping | Per active customer organization scanned per month |
| Per customer org — Pro | to be specified during scoping | Higher-capacity org with expanded modules |
| Usage-based scan tier | to be specified during scoping | Per scan invocation or finding batch above included volume |
| Revenue share | to be specified during scoping | % of Partner revenue from SecEng Scan-powered SKUs |
| Support tier uplift | to be specified during scoping | Premium or dedicated support above standard tier |
| Private-label uplift | to be specified during scoping | Additional fee for private-label or white-label rights |
Included volume: to be specified during scoping
4. Included Support Tier
Support tier (select per Order Form):
- Standard: email support, 2 business day response
- Priority: dedicated channel, 1 business day response
- Premium: dedicated technical contact, 4-hour response for severity 1
Support boundary: {{PROVIDER_ENTITY}} provides second-line support to Partner. Partner is responsible for first-line support to its end customers.
5. Update Entitlement
Partner is entitled to all minor updates and bug fixes to the licensed version during the license term at no additional charge.
Major version upgrades (if any) are included unless specified otherwise in the Order Form.
{{PROVIDER_ENTITY}} will provide at least 90 days' notice before deprecating a version Partner is running in production.
Partner is responsible for distributing approved updates to its deployment within the version compatibility window.
6. Permitted Customer Organizations
Permitted customer org count: to be specified during scoping
Partner may add customer organizations up to the permitted count. Additional customer orgs beyond the permitted count are subject to per-org fees per Section 3.
Partner must report active customer org count monthly per Section 8.
7. Sublicensing and Resale Rights
Sublicensing: Partner may provide SecEng Scan outputs to end customers as part of Partner's scanner product per the OEM Scanner License Addendum. Partner may not sublicense OEM rights to third parties without prior written approval.
Resale: Resale rights, if applicable, are separately specified in the Order Form. Standard Annual OEM License does not include standalone resale rights.
8. Usage Reporting
Partner must provide monthly usage reports to {{PROVIDER_ENTITY}} by the 10th business day of each month, covering:
- Active customer organization count
- Approximate scan volume or invocation count
- Deployment model in use
- Any white-label or co-branding usage
{{PROVIDER_ENTITY}} may audit usage records on 10 business days' notice, no more than once per year.
9. Renewal
Renewal fees are subject to adjustment on written notice at least 60 days before renewal. Typical annual increase: CPI or 5%, whichever is lower, unless otherwise agreed.
Partner may convert from annual to a multi-year term with a separately negotiated discount.
10. Termination
Either party may terminate per the OEM Scanner License Addendum.
On termination, Partner must cease invoking SecEng Scan, destroy all copies of the binary and associated materials, and provide written certification within 15 business days.
Wind-down rights per Section 15 of the OEM Scanner License Addendum apply for 90 days post-termination.
11. Referenced Documents
This Order Form incorporates and is subject to:
- OEM Scanner License Addendum (governs OEM rights, deployment, IP, claims)
- Master Agreement or OEM Evaluation Agreement (governs general commercial terms)
- Support and SLA Addendum (governs support tier, response times, severity levels)
- Data Processing Addendum (required if customer data processed under Hosted API model)
- Security Exhibit (summary of security controls, license validation, incident process)
- Acceptable Use and Scan Scope Terms (governs authorized targets and testing boundaries)
In the event of conflict: OEM Scanner License Addendum > this Order Form > Master Agreement.
Signatures
| Party | Signatory | Title | Date |
|---|---|---|---|
| {{PROVIDER_ENTITY}} | |||
| Partner |
This document is a template summary. Final terms are subject to negotiation and execution. This document does not constitute legal advice.